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HomeMy Public PortalAboutA2003-11-04LRA... , , V, of .~"}YN ~; k~lf ~ b U ~',~n~fi,:w ~ ~'~ ~ ~ 11330 BLILLIS °ROAD '~zrFOar' Fernando Pedroza, CHAIRMAN Ramon Rodriguez, VICE CHAIRMAN Louis Byrd, MEMBER Arturo Reyes, MEMBER Maria T. Santillan, MEMBER • E1I~L{PN[E;NT A~ I~~Y LYNWOOD, CALIFORNIA 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. A person who has a question concerning any of the agenda items may call the City Manager at (310) 603-0220, ext. 200. A V 1 ~ ®t1 LYNWOOD REDEVELOPMENT AGENCY NOVEMBER 4, 2003 REGULAR MEETING 6:00 P.M. LYNWOOD CITY HALL, 11330 BULLIS ROAD FERNANDO PEDROZA CHAIRMAN RAMON RODRIGUEZ VICE CHAIRMAN ARTURO REYES MEMBER EXECUTIVE DIRECTOR FAUSTIN GONZALES CITY OF LYNWOOD CITY CI_.ERKS OFFICE ACT 3 0 ~0~3 . . AI~9 ~ ~'y~1911011111211,213`415~6 1 ~~ C~? ~' ,~ ~2-~~ 4~ LOUIS BYRD MEMBER MARIA T. SANTILLAN MEMBER AGENCY COUNSEL MICHAEL B. MONTGOMERY OPENING CEREMONIES: A. Call Meeting to Order. B. Roll Call (BYRD-REYES-SANTILLAN-RODRIGUEZ-PEDROZA) C. Certification of Agenda Posting by Secretary i PUBLIC ORAL COMMUNICATIONS (Regarding Agenda Items Only) PUBLIC ORAL COMMUNICATIONS ITEMS FOR CONSIDERATION 1. MINUTES OF PREVIOUS MEETING Regular Meeting of September 16, 2003 Regular Meeting of October 7, 2003 2. RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF LYNWOOD, CALIFORNIA, ALLOWING AND APPROVING THE DEMANDS AND WARRANTS THEREFORE. 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 separate discussion on these items prior to voting unless members of the Agency staff request specific items be removed from the Consent Calendar for separate action 3. PROPOSED EXCLUSIVE NEGOTIATING AGREEMENT ("ENA") BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND H & S ENTERPRISES. Comments: To seek Agency review and approval of a proposed ENA with H & S Enterprises (the "Developer), for development of an Arco Service Station, an Am/PM Mini Mart with a carwash, and adrive-thru fast food restaurant at the southwest quadrant of the I-105 Freeway and Long Beach Boulevard. Recommendation: Staff respectfully requests that after Agency and public review of the E'NA document, that the Agency approve to enter into an Exclusive Negotiating Agreement with H & S Enterprises (the "Developer") for the purpose of developing an Arco AM/PM Mini Mart. and related Service station, and Drive-thru restaurant at the northwest quadrant of the 1- 105 Glenn_ Anderson, Freeway and Long .Beach Boulevard within Redevelopment Project Area "A". • 4. DEVELOPMENT CONCEPT. • Comment: To have the Agency review and consider the development concept and location for the potential relocation of the EI Farallon restaurant. Recommendation: Staff respectfully requests .that after consideration, the Agency approve the development concept and locatior for the EI Farallon restaurant and direct to negotiate with:Cal Trans for the purchase of the property on behalf of the EI Farallon restaurant. PUBLLC HEARING NONE INFORMATION ITEM NONE CLOSED SESSION NONE ADJOURNMENT THE NEXT" REGULAR MEETING WILL BE HELD ON NOVEMBER 18, 2003 AT 6:00 P.M. IN THE COUNCIL CHAMBERS OF CITY HALL, 11330 BULLIS ROAD, LYNWOOD, CALIFORNIA. 3 ~YNWOOD REDEVELOPMENT ~NCY REGULAR MEETING SEPTEMBER 16, 2003 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 at 7:10 p.m. Chairman Pedroza presiding. Members Byrd, Reyes, Richards, Rodriguez and Pedroza answered the roll call. Also present were Executive- Director Hempe; Assistant Agency Counsel Duran, Secretary Hooper, and Treasurer Pygatt. Secretary Hooper announced that the agenda had been posted in accordance with the Brown Act. PUBLIC ORAL COMMUNICATIONS It was moved by Member Richards to have combine public oral communications for all agencies after each agency is opened, seconded by Vice Chairman Rodriguez. , Members reconvened at 9:20 p.m. ITEMS FOR CONSIDERATION Item #1: MINUTES OF PREVIOUS MEETING: NONE Item #2: .APPROVAL OF WARRANT REGISTER It was moved by Member Reyes, seconded by Vice Chairman Rodriguez to adopt the resolution. LRA RESOLUTION NO.. 2003.036 ENTITLED: - "A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD, CALIFORNIA ALLOWING AND APPROVING THE DEMANDS AND ORDERING WARRANTS THEREFOR" ROLL CALL: AYES: MEMBERS BYRD, REYES, RICHARDS, RODRIGUEZ, AND PEDROZA NOES: NONE- ASSENT: NONE ABSTAIN: NONE • PUBLIC HEARING • Iteun #3: JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED AND DEVELOPMENT AGREEMENT ("DDA") Agency Counsel Casso requested that the Members consider postponing this matter, permitting staff to renotice the hearing. Chairman Pedroza asked why they are postponing this matter. .Agency Counsel Casso stated the Executive Director provided a confidential memorandum to the Members -which details findings that were provided in a confidential memorandum from the City Attorney's Office about concerns relative to the preparation of various documents on the matter under consideration, and it is our advice that the Members examine those concerns and take them into account as to whether consideration matter should go forward: Member Reyes stated that he is disturbed that Items #3 and #4 as well as City Council items have been put on the table for quite some time,. and the Agency Counsel should have reviewed the documents and should have made them aware of the findings before the meeting. Agency Counsel Casso stated he respects Councilman Reyes comments, but this was not a last minute advice as his office has been. talking to city staff for the last few weeks about some of the concerns, his office expressed those. concerns on a memo dated September l lth.~ Stated he can only render advice and review documents that are provided to them on a timely fashion, relative to matters that are going. to be under .consideration by the Members. He assured that had he been made of aware of some of these shortcomings earlier, he would have advise the Agency much earlier. Stated that it is very difficult to give advice if they don't have requisite documents. Stated the . Members make the policy decisions and if the Members wish to go forward they may do so, but he suggests that they don't do that based on their review and shortcomings on the documents on the item #3 and Item #4. Member Richards suggested to solidified some of terms on that exist on the proposed - DDA and on Item #4 there are a number of terms that need to solidify. Chairman. Pedroza stated the Agency Counsel is suggesting pulling these items because there are some concerns on the documents. Stated he would like to pull the items and have staff prepare the information that it is required. Member Richards stated they can't take action to approve the DDA, but may provide directions to staff about the DDA and once these decisions are made staff may bring the item back. Agency Counsel Casso stated the documents must be made available for public review prior to the meeting. Stated that it appears that .staff is taking directions from the Agency than it is quite obvious that resolution on the deal points on these matters have not fully resolved and those are some of concerns that his office raised as well as the Executive Direc~,or on her memo. Member Reyes state agrees with Member Richards that ~ can approve the DDA and incorporate any other documentation and firidings by giving directions in the motion. to corporate what ever is needed. Member Richards suggested specifying the terms because they are not clear. Staff must receive. clear directions from the Members and they are not in a position to approve the DDA. Member Richards gave some examples that on Item #4 - it needs to provide directions concerning the price per parcel and needs to specify it, as staff report 33343 is not cleared. Also there was discussion concerning the site, plan and where the lots would be located, as it is"not cleared. Also there needs to be.directions given regarding access housing as mentioned on the DDA concerning five lots for low-moderate housing and need to come back with one of the agreements so it is at least one of the Exhibits. Member Richards stated that on Item#3 staff is requesting substantial off-site improvements in the amount specified of $38,000 as surplus, and given the fact that the Agency -will recover .$280,000 in land, and that .the Agency redirect the surplus amount to help cover the off-.site improvements. It was moved by Member Richards to cover the fees and extend the .surplus, and the balance owing for, be deferred to the sale of the homes, seconded by Member Reyes. Member Reyes suggested opening a joint public hearing. Executive Director Hempe stated that is was suggested before not to open the public hearing. It was moved by Member Richards that as an alternative that the Agency deal with this as subsequent need item based the information received today, and to consider placing on the agenda discussion and providing staff with directions concerning term and proposed disposition development agreement, seconded by Member Byrd. Agency .Counsel Casso stated the Members are given further directions to staff and the public hearing will not be opened. Member Reyes stated he has a problem with continuing this item since it will take more time, and feels that the Agency Counsel can find ways to move this item forward. Redevelopment Director Louis Morales stated that all documents are now in order and the item can be placed on the.next Regular Council meeting of October 7th. Stated the public hearing will be re-noticed again. Mayor Pedroza questioned the Environmental Service Report. Mr. Morales responded to this question. It was moved by Mayor Pedroza, seconded by Member Reyes to waive and remove conditions #2, #8, #11, and #16. Agency Counsel Casso stated that directions have been given to staff and they will bring back pursuant to the Members approval. Member Richards withdrew his motion. Secretary Hooper a~ for clarifications on this item. Agen~ounsel Casso stated-that Item #3 public hearing would be re=noticed and staff would bring back updated information for the Agency's approval. . LRA ROLL CALL: AYES: MEMBERS REYES, RODRIGUEZ, AND PEDROZA NOES:. NONE ABSENT.: NONE ABSTAIN: MEMBERS BYRD AND RICIIARDS After roll call, Member Richards requested to authorize staff to waive some portion of the land proceeds to offset the costs associated up to certain sum of money. Chairman Pedroza amended his motion to include any surplus of money to pay for the cost for some of the conditions, and waive fees, seconded by Member Byrd. Member Reyes asked that Agency Counsel explained the new motion. Agency Counsel Casso stated that this was a new motion relative to the project. LRA ROLL AYES: NOES: ABSENT: ABSTAIN: -CALL: . MEMBERS BYRD, REYES, RICHARDS, RODRIGUEZ, AND PEDROZA NONE NONE NONE Agency Counsel Casso clarified that all agencies are opened and the actions taken by the Agency is also for the City Council item, as well as the votes. Stated that the record can reflect that the action of both entities-was taken. Item #4: ~ JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED AND DEVELOPMENT AGREEMENT ("DDA") Chairman Pedroza stated that option #2 seems reasonable and would like to discuss it. Option #2: The Agency currently owns the property (the "Property"), which is the subject of the proposed project and DDA. The Agency recently purchased the Property ' .from CalTrans in the amount of $3,000. The property has been tax-exempt ever since the Property was :purchased by CalTrans. Member Richards stated he has a concerned is that the Developer would have a chance to recover the costs with sale of each home and there is no initial fiscal impact, and feels the City should get the fair share. Chairman Pedroza pointed out that there is no sewer system available in this area, and this would need a large investment that must be made by Developer to put in the -sewer . system, so the Agency should consider off-setting the costs in helping with the amount of the property. Vice Chairman Rodriguez asked if this a motion made by the Chairman. Chairman Pedroza stated that he wishes to make this a motion, seconded by Vice " Chairman Rodriguez. - Agency Counsel Ca~clarified that the votes being taken w~e for the Agency and City Council items. LRA ROLL CALL: AYES: MEMBERS REYES, RODRIGUEZ, AND PEDROZA NOES NONE ABSENT: NONE ABSTAIN: 1VIEMBERS BYRD AND RICHARDS Member Richards stated he is also concerned with the site plan. Redevelopment Director Louis Morales answered the Member Richards questions. Members -Richards suggested that those voting in favor should consider maybe determining what the sewer system will cost and deducting that amount from land sale proceeds. . . Chairman Pedroza recommended that staff bring back the cost of the sewer system and re-notice the public hearing and still consider option #2 at the next meeting. REGULAR ITEMS Item #5: CONSIDERATION OF A GRANT AND BUSINESS LOAN TO AMERICAN REMEDIAL TECHNOLOGIES It was moved by Member Reyes to approve staff s recommendation, with the exception of changing the interest rate from 10% to 7% with UCC filing in place, seconded by Vice Chairman Rodriguez: .Chairman Pedroza questioned the current interest rate. Staff answered the Chairman's question. Agency Counsel Casso pointed out that UCC filing is set forth as a condition proceeding to disbursement of funds in section 2 and it should be 2D in the agreement. Member Richards stated he supports -the concept because of the potential to generate resources.. Stated his concerns are some of the items listed on staff report,. which makes it difficult to the Agency to make a decision into some of the issues, are resolved. Questioned whether staff obtains verification on the utility. Stated that there was some discrepancies concerning the verification of the utility user's tax generated and there was request to review it: Assistant City Manager Alfretta Earnest stated they did not find discrepancies, as they were not provided some .information that was requested. Member Richards stated he still support of the concept, but would like some the concerns to be resolved before proceeding with this: Redevelopment Director Louis Morales responded that the agreement is a two components agreement, which is for the loan and grant, and ART has requested-using - . collateral as part of the equipment. Member Reyes suged that the loan be secured as Persona~operty, instead of Real Property. Stated ART has been in business in the city for many years. Chairman Pedroza clarified that the motion should be to secure the agreement for six years with Business Property, equipment and 7% interest rate. Vice Chairman Rodriguez commented that this business has been in business for many years.. Agency Counsel Casso asked for clarification on the corporate equipment that would be used to secure and questioned what value is the Agency suggesting. Chairman Pedroza stated that it would be based on the loan. Agency Counsel Casso stated that staff is concerned with the depreciation of the equipment. Chairman Pedroza recommended that staff follow a $200,000 collateral of this machinery. Agency Counsel Casso reported that the Vice President of ART did provide the Agency staff with a listing of equipment that market value for the various equipment exceeded $750,000 and the company was willing to put this up, but certainly, they can work with ART to ensure the value of the equipment that will be used as collateral is $200,000. LRA RESOLUTION N0.2003.037 ENTITLED: "A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY APPROVING A BUSINESS ASSISTANCE LOAN AND GRANT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND AMERICAN REMEDIAL TECHNOLOGIES" LFIA ROLL CALL: AYES: MEMBERS REYES, RODRIGUEZ, AND PEDROZA NOES: ~ NONE ABSENT: NONE ABSTAIN: MEMBERS BYRD AND RICHARDS After roll call, Member Richards suggested that the Agency should consider a relocation grant since it is more durable, and a loan becomes more problematic as it progresses. Stated he motions that at the next special or regular meeting staff brings back an option of converting the loan into a Grant. Agency Counsel Casso asked if it was the Agency intent that the Grant and Business Loan be executed at this time by Chairman and the officers of ART. Chairman Pedroza stated he would like to bring back the option of converting the loan into a Grant. Member Richards suggested bringing back the expenditures detail on this loan. Agency Counsel Casso stated it would be the loan portion of this agreement only.. Agency Counsel Casso clarified that the Agency has approved the agreement as revised and adopted the resolution as amended. . • ADJOURNMENT Having no further discussion, it was moved by Vice Chairman Rodriguez, seconded by Member Reyes and carried to adjourn the Regular Council Meeting at 10:15 p.m Fernando Pedroza, Chairman Andrea L. Hooper, Secretary 5 i ~ f LYNWOOD REDEVELOPMENT AGENCY REGULAR MEETING . OCTOBER 7, 2003. ' ~ 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 at 7:20 p.rn, " _ Chairman Pedroza presiding. Members Byrd, Reyes, ,Santillan, Rodriguez and Pedroza answered roll call. `• Also present were Executive Director Hempe, Agency Counsel. James Casso, Secretary Hooper and Treasurer Pygatt. Secretary Hooper 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 ITEMS FOR CONSIDERATION Item #1: MINUTES OF PREVIOUS MEETINGS.: It was moved. by Vice Chairman Rodriguez, second by Member Byrd to :approve the following minutes. . _ • Special Meeting, August 15, 2003 • Regular Meeting, August 19, 2003 ' • Special Meeting, August 28, 2003 ROLL CALL:. AYES:. MEMBER BYRD, REYES, SANTILLAN, RODRIGUEZ, PEDROZA 1olOES: NONE ABSTAIN: ~ NONE . ', ABSENT: NONE - .. Item #2: - APPROVAL OF THE WARRANT REGISTER I~t was moved by Vice Chairman Rodriguez, second Member Reyes to adopt the . following Resolution. .~ RESOLUTION N0.2003.038 ENTITLED: A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD ALLOWING AND APPROVING THE DEMANDS AND WARRANTS THEREFORE. ROLL CALL: ~ - AYES:. MEMBER, BYRD, REYES, SANTILLAN, RODRIGUEZ, -- PEDROZA ~ - NOES: NONE ABSTAIN: :NONE ABSENT: NONE PUBLIC HEARING - Item #3:: JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED ' ~ DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) To have the Lynwood Redevelopment Agency {the Agency) the Lynwood City Council (the City). conduct a joint public hearing to consider a DDA between the Agency and. Ray Patel.for the development of up to Eight (8) Single-Family homes on the City-owned .property located on the north side of Redwood Avenue east of State Street. . ~ . It was moved by Member Reyes, second by Member Byrd and carried to open public hearing. - Hearing no further discussion, it was moved by Member Byrd, second by Member Santillan and carried to close public hearing. It was moved by Member Byrd, second by Member Santillan to adopt the following Resolutions: RESOLUTION N0.2003.039 ENTITLED: " RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE -CITY OF LYNWOOD MAKING CERTAIN ENVIRONMENTAL FINDINGS WITH RESPECT TO THE PROPOSED DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND RAY PATEL. RESOLUTION N0.2003.040 ENTITLED: RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWO~OD APPROVING THE PROPOSED DISPOSITION DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND RAY PATEL FOR THE DEVELOPMENT OF SINGLE-FAMILY HOMES ON AGENCY PROPERTY LOCATED ON " FERNWOOD AVENUE. r~*., . ROLL CALL: ~: AYES: _ MEMBER BYRD, REYES, SANTILLAN, PEDROZA NOES: NONE ABSTAIN: MEMBER RODRIGUEZ ABSENT: NONE Item #4: JOINT PUBLIC HEARING FOR CONSIDERATION OF A PROPOSED DISPOSITION AND DEVELOPMENT AGREEMENT (DDA) To have the Lynwood Redevelopment Agency (the Agency) the Lynwood City Council (the City) conduct a public hearing to consider a DDA between the Agency and Hermilio Franco for the development of up to Thirty (30) Single-Family homes on Agency-owned property located along Fernwood Avenue between Atlantic Avenue and Bullis Road. It was moved by Member Reyes,. second by Member Santillan and carried to open public hearing. Lorene Reed -Stated that she disagrees with this iterl. Hearing no further discussion, it was moved by Member Reyes, second by Chairman Pedroza and' carried to close public hearing. Member Reyes motioned to approve the DDA Agreement but with anew-Amendment to the DDA Agreement. Vice Chairman Rodriguez second the motion. RESOLUTION N0.2003.041 ENTITLED: A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD MAKING CERTAIN ENVIRONMENTAL FINDINGS WITH RESPECT TO THE PROPOSED DISPOSITION AND DEVELOPMENT AGREEMENT BY AND BETWEEN THE' LYNWOOD REDEVELOPMENT AGENCY AND HERMILIO FRANCO. RESOLUTION N0.2003.042 ENTITLED: A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY OF THE CITY OF LYNWOOD APPROVING THE PROPOSED DISPOSITION DEVELOPMENT AGREEMENT BY AND BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND HERMILIO FRANCO FOR THE DEVELOPMENT OF SINGLE-FAMILY HOMES ON AGENCY PROPERTY LOCATED ON FERNWOOD AVENUE. ,. ' ROLL CALL:- AYES: MEMBER REYES, SANTILLAN, RODRIGUEZ, PEDROZA 1~10ES: NONE - ABSTAIN: MEMBER BYRD ~ } ABSENT: NONE ' . REGULAR ITEMS . Item #5: FINAL PRESENTATIONS BY INTERESTED DEVELOPERS` IN ' . CONNECTION_ WITH THE ATLANTIC AND CARLIN. HOUSING ` PROJECT. ,. ~ ' ~ - To have the Lynwood Redevelopment Agency (the Agency)' hear final presentations from Developers interested in developing the Atlantic/Carlin Housing Project and receive .. initial cost estimates associated with each proposal. . • ~ Louis Morales -Announced to the Members the presentation that would be presented on the Atlantic and Carlin Housing Project. John Abell-Helou -Presented to the Members a brief presentation on the Atlantic and Carlin Housing Project. . It was moved by Member Reyes, second by Vice Chairman Rodriguez to continue this , ". item for further discussion. ' ROLL CALL: AYES:. MEMBER BYRD, REYES, SANTILLAN, RODRIGUEZ; PEDROZA _ NOES: NONE . ABSTAIN: NONE . ABSENT: NONE - ~ CLOSED SESSION . Agency Counsel James- Casso stated with respect to every item of business to be ' d'~iscussed in Joint Closed Session Pursuant to Section 54956.8: Item #6: CLOSE SESSION • Bulletin Displays:. State Street & Fernwood Avenue - - It was moved by Member;- Reyes; second by Vice Chairman Pedroza and carried to recess _ ~ to Joint Close Session at 11:45 p.m. . Members reconvened at 1:I0 a.m. Agency Counsel stated the Members met on the aforementioned matters and stated on: Item #6: Bulletin Displays State Street & Fernwood Avenue — No reportable action ADJOURNMENT Having no further discussion, it was moved by Vice Chairman Pedroza, .seconded by Member Reyes and carved to adjourn the Regular Council Meeting at 1 15 a.m. Fernando Pedroza, Chairman Andrea L. Hooper, Secretary s �- ' ~ '. U U U U~. A" _- - A'~A > W ~ - W W' W W U ^U W. "N N N ~N N tJ 1N N N N _ V Q~ U G 4~ - ] ~0 U V N U A W N- O ~D G V Qi U A +1 N J p. U A W N- O m Q m U- (J ~N u7D ~ 4 ~ PPPPPa-PP"0`PP '°I £ N I ~ I m Z ! -I-I ~ . ' 3 ? i~ ~ ~ A •P A A .A A la I I D"1 'v '. ~ - - _ .. ' n C7 ~. ~ q-' ' .N U1 'Ui In UI Ut Ul, Ul t!t A la t . 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I ! j ~. I ^ I I, ~~ - - ; ; ~ , , ~ ~; ~ I y ~ ___ _ i ~ :: ~ ,~.: ~ ~ ' - ~,~.v V"J VV:. Q.UW UUUU. (lUU AA> >FA-WWWW'WWW U - - ,~ -. N P 0, U U. P U ~p ~O V d UjA _ A W N U N U A W N~~-'ODD U.V pG U A W.N - O ~D m.VO~ >'W N- O m G J O~U « W N- O m T V N U.A U - O~ G J.T U L W N N O tC GJ 6 U - O ~ ~ s .. _ - • DATE: NOVEMBER 4, 2003 TO: ~ HONORABLE CHAIRMAN AND MEMBERS OF THE AGENCY FROM: Faustin Gonzales, Executive Director By: Louis Morales, Director Redevelopment Development SUBJECT: PROPOSED EXCLUSIVE NEGOTIATING AGREEMENT ("ENA") BETWEEN THE LYNWOOD REDEVELOPMENT AGENCY AND H & S ENTERPRISES Purpose: To seek Agency review and approval of a proposed ENA with H & S Enterprises (the "Developer"), for development of an Arco Service Station, an AM/PM Mini Mart with a carwas~, and adrive-thru fast food restaurant at the southwest quadrant of the I-105 Freeway and Long Beach Boulevard. Facts:- 1. On August 5, 2003 the Agency approved the development concept and directed staff to initiate the owner participation process and notify those property and business owners. that would be affected by the proposed project as required. under the participation rules established by the Agency. 2. Staff completed the requisite owner participation process and. notified all business and property owners affected by the proposed project. None of the owners offered a counter proposal or showed opposition or interest in the proposed project. 3. The subject site (the "Site") is located at the southwest quadrant of the I-105 Freeway and Long Beach Blvd and 'is approximately 57,200 sq. ft. in size. (See attached Assessor's map). 4. Attached for Agency review and consideration is a draft ENA. Analysis: The Developer is .proposing a service station similar to the station that is currently located at the :northwest corner of Firestone Boulevard and Garfield Avenue in the City of South Gate. The Developer feels that Site's location adjacent to the Freeway make this an ideal site for this type of development. Staff has indicated to the Developer that the Agency H:\WORDFILE\REDEVELP\LMORALES\ArcoLngBeachENA.stf.DOC • • would be looking for the project to be cost neutral to the Agency and that the Agency would only be looking to assist with land assembly on behalf of the Developer. The Developer is requesting an ENA so that in turn the developer may begin to solicit potential tenant(s) (Drive-thru restaurant) to the Site. The ENA will give the Developer site control when approaching potential tenants and will also enable the Developer and Agency determine the feasibility of the project through the ENA. The ENA shall be for an initial 180-day period with a provision for two 90-day extensions. Recommendation: Staff respectfully requests that after Agency and public review of the ENA document, that the Agency approve to enter into an Exclusive Negotiating Agreement with H & S Enterprises (the "Developer") for the purpose of developing an Arco AM/PM Mini Mart and related Service station, carwash and Drive-thru restaurant at the northwest quadrant of the I -105 G lenn A nderson F reeway and Long Beach Boulevard within Redevelopment Project Area "A". H:\WORDFILE\REDEVELP\LMORALES\ArcoLngBeachENA.stf.DOC ~-- A --- X000 -- N W ~ ~ ~ i0 c0 - . . ~ -1 m ~„ N 0 W D . C~ -~ w Z ° O ' ~ cD . N a O 00 f~ 1 a 0 -~ 40 0 z _~ ~ N r m o ~, Va N 0 ~ z C~ N m r ~ m n to v r T 4o Bo ~~N~BeRGy mo o ~ e o LONG EACHBLVD. 6529 6081. 6081 O b rn 0 m 0 H O Q m '~O NoW o o~'~u ~e 0 0 Jo O o N a ~ • _,.tv nF ~.Y~WOQ i g W `~'J V O a~ VJ z S a 4~ ~~ ~ ~ Pomona, ACA 91766 --- - -- June 23, 2003 Louis E: Morales Community Development Director City of.Lynwood 11330 Bullis Rd. _ Lynwood, CA 90262 Dear Louis: We are excited to submit the enclosed project for the Southwest quadrant of Long Beach Blvd. and Hwy. 105 in the City of Lynwood. The project consists of the development of a first class ARCO fueling facility, an am/pm mini-mart with. a self- serve carwash and adrive-thna fast food restaurant on approximately 57,200 s.f. of land. We wish to enter into an Exclusive .Development Agreement with the City for the properties that fall within the redevelopment area which covers the following parcels: APN 6171-022-34, 03, 33 and 05. In addition, we plan to .purchase parcel APN: 6171-022-32 and we request from the City to vacate the right-away at east portion on Lynwood Road in order. to meet the minimal spaces requirements for the development of the project: Prgject Overview: The ARCO am/pm facility consists of an &fueling dispensers, a 2,900 s.f. food mart and a 968 s.f. carwash. The site design ,and layout elements of ,the proposed project reflect ARCO's ongoing commitment to safety. Placing our building on rear property lines opens the entire site to visibility to the street. Our floor to ceiling glass storefront is appealing to customers because it improves their ability to see in and out of the food .mart day or night. Law enforcement personnel have - informed us that keeping the glass free of unsightly advertising, as we do, improves their ability to survey the food mart's interior during their periodic patrols. Security cameras will be .placed thought the interior and exterior at various locations. Additionally, we plan to build a police substation adjacent to the am/pm building for the use of the police workforce and CHP officers. The ofFce will be equipped with a desk and telephone so they may use to write up reports, .make phone calls and other, administrative functions. Customers appreciate a business where parking is convenient and near . building entrances. Ample .parking near our food mart entrance contributes to our customer's decision to patronize our business, particularly at night. Our .- parking. areas are clearly marked and maintained with sufficient lighting #o ensure . s ~ ~ Page 2 June 23, 2003 pedestrian and vehicular visibility and safety. We have increased parking backup distances to ensure our customers have ample room to maneuver in and out of parking spaces.. Our lighting design improves our nighttime appearance and makes our customers feel welcome and secure by covering all areas where they walk. Our customers tell us they prefer our pumps flush mounted at grade because it eliminates the potential hazard of tripping as they pump gasoline or walk in between the pumps. Our pumps also provide our customers the safety of not having, to leave their children unattended in the car when paying for gasoline. We offer our customers public restrooms inside the -food mart. For mothers with children, traveling sales people, or other workers who use their automabiles in function of their jobs, clean and safe restrooms are a priority. Ali of these three elements serve public convenience and necessity. The fast food pad consists of a 1,700 s.f. Restaurant with adrive-thru. We are currently in the process of identifying the user for this pad. Company background: Our company consists of a small group of retail professionals with extensive experience in retail operations, development and. management. Mr. Mark and Mike Sater have more than 25 years experience in the development and operation of ~ ARCO am/pm stations. Currently we operate a combination of 16 ARCO gas and AR00 am/pm stations. Mr. Mike Sater and Mark Sater share equal responsibilities for the development and management of the stations. Mr: Mike Sater holds a PH.D. in Business Management from Western State, CT., and M.S. in Engineering from and B.S. in Civil Engineering from CAL Poly Pomona. Mr. Mark Sater holds a M.S. in Engineering and a B.S. in Electrical Engineering from St. Joseph University, Beirut. a Our employee training. programs and operational procedures, are fundamental to operating our stations in a safe and responsible manner. Our employees must pa-tiapate in, and successfully complete our comprehensive training program; training includes segments on customer service, facility maintenance, responsible alcoholic and tobacco retailing, personnel management, and workplace safety. Vi/e make random night- visits to our ARCO stations, conduct in-house decay programs and mystery shopper programs. These operation programs and our monthly . ~ personnel and safety meetings help ,ensure every employee on every shift understands -their social and .legal responsibility to our customer`s and the communities in which we do business. Our operation guidelines and procedures have been developed in response to community concerns, law enforcement recommendations, and our operation expenence.. ~._.. i ' , .. ~" ~QgB 3 ~u71Ci ~~, ~1/6/~7 I~B`flt~C$ Ect~nornl~: Based on the analysis conducted by H&S Enterprises and as shown on the attached irrtema! Rate of Return Analysis worksheet, the following are the estimated key results of our analysis: * ~ The projected volume for the gasoline station is 360,000 gals/mo. and $1 Q0,000 in food sales for the food mart with and incxease of 1 °lo in gas and 5% in food per year. We estimate 75 car washes per day for and additional $3?,000 per year in revenues; additions! revenues in ®iese! fuel. of $27,000 per year; $65,000 in rent per year for the fast food pad and $36,000 in AT'~ revenues per year. Total estimated for construction of improvement is $2,225,000, Land contribution of $1,200,000 for the development for a total rate ofi return for the project Of 9.8% ® VVe request from the City to subsidize the remaining land cost if required. !n return, we estimate a minimum of $98,400 per year in local tax revenues on the gasoline and food store sales (2 cents per gallon sold and 1 % of food sales). !n ,conclusion, we believe the state of the art gas station facility. with a leading franchise is ideal to the City of Lynwood and a gateway of the community. This project will also add jobs and generate revenues to the City for .those needed services in the community. We look forward to review the project with the Redevelopment Committee at your earliest convenience., ii~iike Safer t t ~~i ,.~E~GCi r~rod~sc~~~sg~a~y ~~ 4 C~nterl~ain+.c Drrv„ La F'alrn~,,, ~,a1ilc:rnia Jp(;2;;- i (?f,C tt~iaiiuig P:dc?rE?SS: fox ~~~; ~. . ~t~;:n~t F'arl<., C:iliie~rni~, 9Dn22-5f317 i-i~~at Estate l~el~~rtme:n • dune ~ ~, 203 ~ Mr. Louis Morales Community Developn3ent. Director City bf Lynwood 1133(1$ullis Road Lynwood, CA 902b2 Dear Laois, The purpose afthis letter is to introduce HAS Brothers enterprise LLC, and the d~velopn~ent of the propQSed ARID am/pm facility at-the Southwest quadrant of Long :Beach Blvd. and the l f?5 freeway. H&S Brothers' members-are Mr. Mike and.Mark Sater. Mike and Ma€-k Sater have -been A~:C4 a€nlpm franchisees and operators since 1.979_ .Since the creation of 'am/prn, the Sater Brothers have been exemplary franchisees and have lluilt a network of l6 stores in the Sot€thern California area. At AR+GD, we understand'haw important it is for franchisees to be directly involved in 'the business: This has been the determining factor in the .success of the Sate€-'s:brothers. They understand flow to operate their stations and meet our customer's needs'. Our franchisee training programs and operational procedure are fi€nda€nentai to operating our stations in a safe and responsible manner. ~3ur franchisees and stare employees must participate in, and successfully caznplete our comprehensive training program; training:includes customer service; facility maintenance, personnel management a€id worl*place safety. The proposed developme€it consists of our newly deigned gasoline station facility with 8 ".futuristic look" gasoline dispensers with our amlpn~ mini-mart with an expanded food offering and new exciting grapliics_ The site design and layout elements reflect our company's ongoing eom€nit€nent to customer se~ice .and safety. tiVe look forward to working with H ~ S Brothers and the City of Lynwood in the develcip€nent of this first class fueling station and convenience store project. please feel free to contact nee if you have any questions. .Sincerely Yours, ~ • ~ a,,, M;a~ Mainor l3ajorquez Area. Deal Estate Manager cc: 1~'larcas Morales r~~ l.3 " 0 d'~\ V ~® 00£S-OL9 (4LL) 990E-£Z906 tl~ 'owlod of 1 ua U Od a ~~~~.~++ w~~. „„„~,,,,,,,, f ~ y 6Af 4 a{ l J { 6ulueaul6ug pun u6lsad . 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Itl ///I I` .~f a n •% _ e ~ ~ + m ~~~ ~ ~ .~q_ :} ~ , ~ g - ,rSa ~ t _ ~ , r '~'3 1~_ A d~ ~~CCC{{{ w ~ ~ \' ` ~ Y ~r, ~ ~ .~'~ ,. ~. " ~~ ~ .;~ ~~ z ~ ~ ~ ~ ~ ~~ - ~~ i~. ,ate ~" ~~ t~~ ~~ ~`~ ~+ ' ~ ,,I ~, _- r t ~ ~ ~~ ~ ~~ ~ .. t ~ t v ~ t ; I 7 ~ ~ i t ;, ~,'ti ~ ;. ~ ' :~~,~ f , ~~~ ~~,,~ ~ ~ J f i - t {`~~ ~~ ~ ~~_ '~ ~ r k ' t5 1 3 4 ~ i~~~4~ ~ j 16Y~ K ~ ~ 1 t` ` ~ r ~. t _.;~ ~ ,rr' i rl ~ . « l - ti ~ } ~ F 'I ~ ~ ~ ~ i ~ ~ ~ ~~ I ~, a ~ `a } ~~ ~~ i i ~~>F f -,... . , C ~ ~ ~ -..t a~ - '~ ~`'..~ I i ~ tit ,_ ~ ~ y ~ ~,"-1 P n y~ `: ~- ~ ~1. ~ I~t - ~.~ t r `~ • iii ?` ` . `i ;~ t } '! r y i « ~. ' .I ,, ti ~ ~ ~` -~ ~ - de ~_I~ ~ ~ ~~~ '~ r - r q r f~' _ ~ ~" tip. `~ ,' ac -' ~ - ~l.F' ` ,. ~t(p, 3 1'} G, r. _ ~ . t' ~ '` - ~ ~-~ _ ,~,:.Jt t ~~. _ ~i.J s •, ~ ppp t } f •_t Y ° ~~ "U ,,(z fl (~ ram '"-°t ~ ' ."S~X\, ~} .: ,3~'. L! { :~~ ._WI.SUL:~I~f! e ~ 3 i ~~3 I..~.s ~.....e.._:.,~ Q • 0 • • RESOLUTION NO. A RESOLUTION OF THE LYNWOOD REDEVELOPMENT AGENCY APPROVING THE EXECUTION OF AN EXCLUSIVE NEGOTIATING AGREEMENT {"ENA") WITH H 7 S ENTERPRISES ("DEVELOPER") TO DEVELOP A SERVICE STATION AND RELATED USES WITHIN REDEVELOPMENT PROJECT AREA "A" AT THE SOUTHWEST QUADRANT OF THE 1-105 FREEWAY AND LONG BEACH BOULEVARD. WHEREAS, the Agency is implementing the Redevelopment Plan for Project Area "A" in the City of Lynwood, State of California, adopted by the City Ordinance No. 945 on July 10, 1973, as amended; and WHEREAS, the proposed ENA will permit the Developer to obtain financial commitments from outside public/private resources for the proposed ..project; and WHEREAS, the pursuit of the proposed project will assist in the elimination of .blight within the Project Area; and WHEREAS, the proposed project will be in furtherance of the implementation of the Redevelopment Plan; and WHEREAS, the proposed project will provide tax increment and generate sales tax; and WHEREAS, the site will be developed pursuant to the General Plan and Municipal Code requirements; and NOW, THEREFORE, BE IT RESOLVED by the Lynwood Redevelopment Agency that: Section 1. The Lynwood Redevelopment Agency, based on the aforementioned findings and determinations hereby adopts this resolution and authorizes .the Executive Director to execute an Exclusive Negotiating Agreement with the Developer. Section 2. This resolution shall go into effect immediately upon its adoption. PASSED, APPROVED, and ADOPTED this 4T" day of November, 2002 FERNANDO PEDROZA, CHAIRMAN ATTEST:. a• H:\WORDFILE\REDEVELP\LMORALES\ArcoLngBeachENA.stf.DOC Andrea L. Hooper, Secretary APPROVED AS TO FORM: Michael Montgomery, Agency Counsel STATE OF CALIFORNIA ) SS. COUNTY OF LOS ANGELES ) • Faustin Gonzales, Executive Director APPROVED AS TO CONTENT: Louis Morales, Deputy Executive Director I, the undersigned, City Clerk of the City of Lynwood, do hereby certify that the foregoing Resolution was passed and adopted by the City Council of the City of Lynwood at a regular meeting held on the 4th day of November 2003. AYES: NOES: ABSENT: ABSTAIN: STATE OF CALIFORNIA ) SS. COUNTY OF LOS ANGELES ) City Clerk, City of Lynwood H:\WORDFILE\REDEVELP\LMORALES\ArcoLngBeachENA.stf.DOC t EXCLUSIVE NEGOTIATING AGREEMENT This Exclusive Negotiating Agreement, dated as of this _ day of , 2003 (the "Agreement"), is made by and between the Lynwood Redevelopment Agency, a public body, corporate .and politic (the "Agency"), and H & S Enterprises, LLC. (the "Developer"). For and in consideration of the mutual covenants and promises set forth herein, the Parties agree as follows: RECITALS This Agreement is entered into with reference to the following facts: A. in furtherance of the objectives of the California Community Redevelopment Law, the Agency has undertaken a program for the redevelopment of certain areas within the City, and in connection therewith is undertaking and carrying out activities for redevelopment in the Lynwood Redevelopment Project Area "A" (the "Project Area") pursuant to and in furtherance of the Redevelopment Plan for the Project Area. B. The subject matter of this Agreement concerns that certain real property shown on Exhibit A, commonly referred to as 11505-11595 Long Beach Boulevard. The subject parcels are located within the City of Lynwood, State of California and are collectively referred to herein as the "Site". The Site is comprised of approximately 57,588 sq. ft. or 1.3 +/- acres in land area. It is anticipated that,, prior to :the development of the Site as contemplated by this Agreement and/or a subsequent Disposition and Development Agreement ("DDA") as set forth herein below; and all parcels comprising the Site will be acquired by the Developer. The Developer desires to redevelop the Site as mixed use consisting of.a retaiUrestaurant power center estimated at approximately 425,000 square feet of building area and residential housing estimated at approximately 61,000 square feet of land area with the Developer to provide all parking on and off-Site as appropriate and necessary for the proposed development of the Site, along with appropriate landscaping, all in accordance with applicable City regulations and standards (the "Activity").. C. As a result of the qualifications, experience and identity of Developer, which are of particular concern to the Agency, the Agency desires to enter into this Agreement with the Developer with the objective of subsequently agreeing upon and entering into a mutually acceptable DDA for the development of the Site consistent with the terms and conditions of this Agreement at the earliest practical date. D. The Agency anticipates that, following execution of this Agreement acid through the period of negotiation and preparation of a DDA with respect to the Activity, the staff of the Agency, as well as certain consultants and attorneys of the Agency will devote substantial time and effort in reviewing plans, contacting and meeting with the Developer and various other necessary third parties in connection with the proposed Activity, and in negotiating and preparing a DDA consistent with the basic terms acid mutual understandings established in the Agreement. H:word/redevelp/Imorales/ArcoLng Beach 101603. ENA Page 1 of 10 • • E. -The Agency and the Developer desire to enter into this Agreement in order to set forth the rights and duties of the Parties during the term of the Exclusive Negotiating Period subject to the Owner Participation rules and regulations established for the Project Area. Section 1. Definitions. The following terms shall have the meaning ascribed thereto, unless the context requires otherwise:. "Activity" means the Developer's proposed development of improvements upon the Site along with appropriate parking and landscaping, as outlined in Recital B, in accordance with plans and specifications subject to and approved by the City and Agency. "Agency" means the.Lynwood Redevelopment Agency, a public body, corporate and politic, exercising governmental functions and powers and organized and existing under the Redevelopment Law" (as hereinafter defined). "Agreement" means this Exclusive Negotiating Agreement by and between the Agency and the Developer. "City" means the City of Lynwood, a municipal corporation and California general law city, organized and existing pursuant to the Constitution and laws of the State of California. "Developer" collectively means H & S Enterprises; LLC. "Exclusive Negotiating Period" means the period of One Hundred Eighty (180) consecutive days-beginning on the date of this Agreement, as shortened or extended by the provisions of S ection 4, below. "Party" means any party to this Agreement. "Redevelopment Law" means. the California Community Redevelopment Law, as amended from time to time (Health and Safety Code Sections 33000, et se "Site" means that certain real property consisting of all parcels generally depicted on Exhibit A, attached hereto and incorporated herein by this reference. Section 2. Obligations of A ency. During the Exclusive Negotiating Period the Agency shall use its good faith efforts to: (i) provide all environment assessment and documentation necessary for the review and approval of the Activity; (ii) diligently process and cause any required zoning or rezonng'to be performed by the City of Lynwood to legally accommodate the development of the Activity consistent with the terms of the DDA subject to the discretionary judgement of the City Council and Agency Board; and (iii) provide civil engineering and/or off-site analysis, costing and design work necessary for the development of the Activity. Moreover, during the Exclusive Negotiating Period and subject to the Owner. Participation rules and requirements established for the Project Area, the Agency shall not negotiate, discuss or otherwise communicate with any person or H:word/redevelp/Imorales/ArcoLngBeach 101603. ENA Page 2 of 10 ~ s entity, other than the Developer regarding a DDA or any other agreement for the development of the Activity andlor the acquisition of the Site. Throughout the Exclusive Negotiating Period, Agency staff shall be available to meet- with the Developer to discuss the Activity, the Site P lan and architectural renderings, and any other issues pertinent to the preparation of a DDA pertaining to the development of the Activity. Section 3. Obligations of Developer. {a) Prior to the expiration of the Exclusive Negotiating Period, and to the extent construction ,financing will need to be obtained by the Developer from an institutional lender(s) for the acquisition of the Site and development of the Activity, the Developer shall provide. the Agency with a Letter of Intent (in form and substance reasonably acceptable to the Agency) executed by the Developer, indicating to the Agency's reasonable satisfaction that such an institutional lender(s), approved by the Agency, has expressed interest in financing the acquisition, construction and development of the Activity by the Developer, as the case maybe. Such Letter of Intent shall also outline the financial terms pursuant to which it would consider loaning money to the Developer for the.Activity. (b) Prior to the expiration of the Exclusive Negotiating Period, the Developer shall provide an equity commitment acceptable to the Agency in a manner specifically identifying the sources of all such equity financing to be used by Developer to finance the development of the Activity. In the event that the Activity is to be financed exclusively by equity financing, such equity commitment shall be in an amount .sufficient 'to provide for the acquisition of the Site and the development of the Activity, as the case maybe. Moreover, such equity commitment may also be in the form of letters of intent from investors of adequate credit-worthiness setting forth their intent to invest the equity required for this Activity. (c) Prior to the expiration of the Exclusive Negotiating Period, the Developer shall provide to the Agency a projected cost proforma, and a projected table describing the sources and uses of funds and cash flow projections and distributions, concerning the Activity, and a narrative describing the fundamental economics of the Activity, all in form and substance acceptable to the Agency. (d). At or prior to 4:30 p.rn. on or before the 60th day after the execution date of this Agreement, or if a holiday, on the first succeeding business day, the Developer shall deliver to the Agency a Site Plan and basic architectural renderings of the Activity. The Site Plan and basic architectural renderings shall include a well defined architectural concept for the Activity showing vehicular circulation and access •points, amounts and location of parking, location and size of all buildings (including height and perimeter dimensions) pedestrian circulation, landscaping and architectural character of the Activity. However, notwithstanding submission by the Developer as ,set forth herein, no such Site Plan or architectural renderings shall be deemed final until final approval by the A gency, p ursuant t o a D DA, a nd b y t he C ity. I n n o e vent s hall t he A gency unreasonably withhold its approval of such Site Plan or architectural renderings. Section 4. Bxtension/Exclusive Negotiation Agreement. H:word/redevelp/Imorales/ArcoLngBeach 101603. ENA Page 3 of 10 • • ..,. The Exclusive Negotiating period shall terminate on the date that is one hundred eighty (180) days after the date. This Agreement, notwithstanding that the day may fall on a Holiday. The exclusive negotiating period may be extended by the mutual consent of the parties only for up to two (2) additional periods of ninety (90) days each. The Agency's Executive Director may grant each such extension for and on behalf of the Agency in his sole and absolute discretion, unless otherwise directed by the Agency. Initials: Developer Agency If the Parties have mutually consented to an extension of the term of this Agreement as provided hereinabove, then the Parties shall, within such extended term, continue to negotiate in good faith a DDA with respect to the proposed development of the Activity. Section 5. Disposition and Development Agreement The Parties hereby acknowledge and agree that, during the term of this Agreement, (as such term may be extended pursuant to Section 4 above and subject to the applicable Owner Participation rules and regulations established for the Project Area), the Parties shall use their respective good faith efforts to negotiate and enter into a DDA which shall include (but not be limited to) the following: (i) the design of the Activity by the Developer, which design shall be subject to approval by the Agency and the City, (ii) the construction of the Activity by the Developer in accordance with final plans and specifications to be provided by the Developer and approved by the Agency and the City, pursuant to a detailed schedule of performance by •the Developer, (iii) the operation and management of the Activity by the Developer in a good and professional manner, and subject to the covenants required by law; (iv) the maintenance of landscaping, buildings and improvements in good condition and satisfactory state of repair so as to be attractive to the residents and to the community, (v) the operation ofthe Activityby the Developer in compliance with all equal opportunity standards established by Federal, State and local law, (vi) the right of the Agency and the City to review the rent rolls of the Activity (to the extent applicable) and to inspect the Activity from time to time to assure compliance with the foregoing provisions, (vii) provision by the Developer to the Agency upon the Agency's request of concepts, schematics and the final plans and working drawings for the Activity and participation in presentations with respect thereto, (viii) provision by each contractor and/or subcontractor (as the case may require and as appropriate) performing work on the Activity of the requisite performance bond and labor and materials payment bond to assure completion of the Activity free of mechanics' liens, (ix) that the Activity shall be of the highest quality and standard, (x) the terms and conditions upon which Developer shall acquire the parcels, and (xi) the terms and conditions upon which either party may terminate the DDA (e.g., the discovery of environmental issues/hazardous substances on the Site, unexpected development or construction costs, inability to acquire the parcels). Section 6. Deposit: Termination: Concurrent with the execution of this Agreement by the Agency, the Developer shall submit to the Agency a good faith deposit (the "Deposit") in the amount of Twenty Thousand Dollars ($20,000) that will be used to perform any and all related studies in connection w ith the project i.e: property appraisals, relocation ,studies, Fixture and Equipment H:word/redevelp/(morales/ArcoLngBeach101603.ENA Page 4 of 10 • • Appraisals, Phase I ESA, goodwill estimates, etc. The Deposit shall be in the form of cash or irrevocable letter of credit that is satisfactory to Agency Counsel. If the Deposit is paid in cash, the Agency may deposit it in aninterest-bearing account and such interest, when received by the Agency, shall become part of the Deposit. If the Deposit is in the form of an irrevocable letter of credit, the Developer s hall m aintain s uch 1 etter o f c redit i n f ull f orce a nd e ffect f or the entire Exclusive Negotiating Period hereunder with a provision to notify the Agency immediately upon suspension or impairment, and if necessary, the Developer shall extend the letter of credit to the .extent this Agreement is extended. In the event the developer has not continued to .negotiate diligently and in good faith, the .Agency shall give written notice thereof to the Developer,. who shall then have ten (10) business days to commence negotiating in good faith. Following the receipt of such notice and the failure of the Developer to thereafter commence negotiating in good faith within such ten (10) business days, this Agreement.may be terminated by the Agency/ExecutiveDirestor. In the event of such termination by the Agency, the Agency shall have the right to retain the Deposit (including any interest accrued thereon) to cover its legal expenses and incidental costs related to the carrying out of this Agreement and negotiating a DDA with the Developer, and neither party shall have any further rights against or liability to the other under this agreement. Developer shall have the right to appeal a termination to the Agency Board. In the event the Agency has not continued to negotiate diligently and in good faith the Developer shall give written notice thereof to the Agency which shall then have ten (10) business days to commence negotiating in good faith. Following the receipt of such notice and the failure of the Agency to thereafter commence negotiating in good faith within such ten (10) business days, this Agreement may be terminated by the Developer. In the event of such termination by the Developer, the Agency shall return the Deposit, and any interest earned thereon, if applicable, and neither party shall have any further rights against or liability to the other under this Agreement. Upon termination of this Agreement at the expiration of the Exclusive Negotiating Period (or such extension thereof) without a DDA being signed or submitted by the Developer, the Agency shall have the right to retain the Deposit (including any interest accrued thereon) to reimburse its legal expenses and incidental costs related to the carrying out of this Agreement and negotiating a DDA with the Developer, and neither party shall have any further rights against or liability to the other under this Agreement. If a DDA is signed and submitted by the Developer but is thereafter not approved by the Agency, then the Deposit with interest, shall be returned to the Developer, and neither party shall have any further rights against or liability to the other under this Agreement. If a DDA is timely signed and submitted by the Developer and is thereafter approved by the Agency, then the Deposit-shall be applied toward any deposit required under the DDA. If a DDA has been executed by the parties, the DDA shall supersede this Agreement and thereafter govern the rights and obligations of the parties with respect to the development of the Site. Section 7. Schedule of Performance. It is the intention of the Agency and the Developer that. the redevelopment of the Site be completed in a timely and an expeditious manner. H:word/redevelp/Imorales/ArcoLngBeach 101603. ENA Page 5 of 10 • • Accordingly, the DDA shall provide in reasonable detail the tasks to be completed by the Parties in the development process and the projected date of completion for each such task. Section 8. Environmental. Execution of a DDA by the Agency shall be subject to compliance with the California Environmental Quality Act (California Public Resources Code § 2100 et sec . as amended: "CEQA"). Since the Activity constitutes undertakings pursuant to and in furtherance of the Redevelopment Plan for the Project Area, Section 21090 of CEQA and Section 15180 of the State CEQA Guidelines (Title 14, California Code of Regulations § 15000 et seq.) apply to the Activity. However, the Agency will evaluate the proposed Activity in accordance with Section 15168 of the State CEQA Guidelines in order to determine if the Activity is within the scope of the previously certified program environmental impact report ("EIR") prepared in connection with the City's adoption of the Redevelopment Plan or if the Activity requires any additional CEQA documentation to be prepared for any of the reasons specified in Section 15162 of the State CEQA Guidelines. The Developer hereby agrees to provide all reasonable assistance to the Agency necessary for the Agency to carry out its obligations under CEQA but shall be under no obligation to incur any costs or expenses outside the scope of the Developer's proposed Activity under this Agreement. Any and all costs outside the scope of the obligations under this Agreement will be identified as costs to each party under an executed DDA between the Agency and the Developer. Section 9. Nondiscrimination. The Developer shall not discriminate against nor segregate any person, or group of persons on account of race, color, creed, religion, sex, marital status, national origin, ancestry, handicap or sexual preference, in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Site in the formulation of the DDA or after its execution, nor shall the Developer establish or permit any such practice or practices of discrimination or segregation in the selection, location, number, use or occupancy of tenants, lessees, subtenants, sub-lessees or vendees of the land. The DDA shall contain all applicable statutory covenants. Section 10. Owner Participation Requirements. This Agreement and the obligations of the Parties set forth in this Agreement, are subject to the applicable Owner-Participation rules and regulations established for the Project Area and it shall be Developer's obligation to become familiar with such requirements. Section 11. Governing Law. This Agreement and the legal relations between the parties hereto shall be governed by and construed and enforced in accordance with the laws of the State of California. Hence, for any action by.either party shall be in Los Angeles County Section 12. No Other Agreement. This Agreement constitutes the entire agreement of the parties hereto with respect.to the subject matter hereof.. There are no agreements or understandings between the parties and no representations by either party to the other as an inducement to enter into this Agreement, except as expressly set forth herein. Notwithstanding anything provided herein to the contrary, whether expressed or implied, the Agency shall have no obligation to enter into a DDA with the Developer and neither the Agency nor its officers, members, staff or agents have made any promises to the Developer other than to exclusively negotiate a DDA for the Site in good faith with the Developer during the Exclusive Negotiating Period, and no statements of the Agency or its H:word/redevelp/(morales/ArcoLngBeach 101603. ENA Page 6 of 10 • • officers, members, staff or agents as to future obligations shall be binding upon the Agency unless and until a DDA has been approved by the Agency and the City, and duly executed by the Executive Director of the~Agency or his designee. Section 13. Assi ent. This Agreement shall not be assigned by the Developer to any person or entity without the express written consent of the Agency; provided, however, that the Developer may assign the Agreement to a California business entity that is formed for the purpose of carrying out the Activity and for which the Developer is a member and the manager thereof. Any assignment does not release the Developer from any of its obligation hereunder. Section 14. Notices. Any notice which is required or which may given hereunder maybe delivered or mailed to the party to be notified, as follows: If to the Developer: With a copy to the Developer's Legal Counsel: . If to the Agency: with a copy to the Agency's Legal Counsel: H & S Enterprises, LLC 19 Oak Cliff Drive Pomona, CA 91766 Attention: Mike Sater Lynwood Redevelopment Agency 11330 Bullis Road Lynwood, California 90262 Attention: Executive Director General Counsel Lynwood Redevelopment Agency 11.330 Bullis Road Lynwood, CA 90262 Section .15. Public Hearin. Any DDA that. maybe .negotiated is subject to consideration and discretion at a public hearing or hearings by the Agency .and or the City. Nothing in' this Agreement shall commit or be construed as committing the Agency or the City to approve any DDA. Section 16. Counterparts. This Agreement may be executed in counterparts, each of which when so executed shall be deemed an original, and all of which, together, shall constitute one and the same instrument. H:word/redevelp/Imorales/ArcoLngBeach 101803. ENA Page 7 of 10 • • Section 17. Attorne 's Fees. In the event that either party hereto brings action or proceeding against the other party to enforce or interpret any of the conditions or provisions of this Agreement, the prevailing party shall be entitled to recover all reasonable attorney's fees and expenses and court costs associated with such action or proceeding Section 18. Effect of Agreement. Notwithstanding any other provision of this Agreement to the contrary, the Parties expressly acknowledge and agree as follows: (a) except for those matters expressly set forth in Section 2 above, none of the matters described in this Agreement as a purported commitment or obligation of the Agency with respect to the development of the Activity shall have any effect unless and only to the extent such matters are expressly set forth in_ a DDA or other subsequent written agreement duly authorized and approved by the Agency and the City; (b) the Agency and. Developer shall promptly commence the good faith negotiation of a DDA upon execution of this Agreement; and (c) upon the execution, of a DDA by the Parties, this Agreement shall be null and void and of no effect and shall be superseded by the terms and conditions of the DDA. Notwithstanding any other provision of this Agreement to the contrary, the Developer acknowledges and expressly agrees as follows: {a) that this Agreement does not obligate the Agency in any way to approve, in whole or in part, any of the matters described in this Agreement, including, (without limitation) matters pertaining to land use entitlements or approvals, permits, waivers or reduction of fees, development or financing of the Site or any other matters to be acted on by the Agency, as applicable; (b) that all such matters shall be considered and processed by the Agency in accordance with all otherwise applicable Agency and City requirements and procedures; and (c) that the Agency reserves all rights to approve, disapprove or approve with conditions all such matters in their sole discretion. Developer acknowledges that and all expenditures made by it are not recoverable by Developer in the event that a subsequent Agreement is not approved. The Developer further acknowledges and agrees that, during the negotiations, the Parties shall conduct such economic analyses and re=use studies as may be necessary to comply with the requirements of .Section 33433 of the Redevelopment Law. IN WITNESS WHEREOF, the Agency and Developer have executed this Agreement in the City of Lynwood, Los Angeles County, California, on the date hereinabove first set out. "AGENCY" LYNWOOD REDEVELOPMENT AGENCY, a public body, corporate.and politic By: Faustin Gonzales, Executive Director H:word/redevelp/Imorales/ArcoLngBeach 101603.ENA Page 8 of 10 • APPROVED AS TO FORM: By: Agency Counsel "DEVELOPER" H & S Enterprises, LLC, a California corporation By: Secretary By: Managing Partner H:word/redevelp/imorales/ArcoLngBeach 101603. ENA Page 9 of 10 i \ H:word/redevelp/(morales/ArcoLngBeach 101603.ENA Page 10 of 10 • 80 0• ~ ~-_.~_ U N Q ~o W 6.9 96.9 _ 6.9 7 00 cfl G.. O 90 O J s • DATE.: ~- TO: FROM: By: Subject: Purpose: NOVEMBER 4, 2003 HONORABLE CHAIRMAN AND MEMBERS OF THE AGENCY Faustin Gonzales, Executive Director Louis Morales, Deputy Executive Director DEVELOPMENT CONCEPT To have the Agency review and consider the development concept and location for the potential relocation of the EI Farallon restaurant. Facts: 1. The EI Farallon restaurant has been in the City of Lynwood for over fifteen years and had been located at the Lynwood Plaza shopping center. 2. The Lynwood Unified School District ("LUSD") has targeted the Lynwood Plaza for the development of an elementary and middle school. As a result, the EI Farallon restaurant is subject to relocation by the LUSD. 3. The LUSD has indicated that they plan on moving with site clearance at Lynwood Plaza in early 2004. 4. Staff has identified a site (the "Site") that may be able to accommodate the Ef Farallon ..restaurant, which is currently owned by Caltrans. The .Site is located at the southwest corner of Fernwood Avenue ad Imperial Highway (See attached map). The Site is approximately 55,000 sq. ft. and has access to an additional 170,000 under the I-105 that be used for ,parking (See attached Map). Analysis: Staff has met with Mr. Hermilio Franco to discuss relocation options. While this is a. LUSD obligation (relocation) city staff received notice from Mr. Franco that the LUSD was not being very helpful in~this regard. Mr. Franco provided staff with his requirements for his business, which call fora 20,000 sq. ft. building with. a parking area for up to 300 vehicles or .120,000 sq. ft. Total area needed is approximately 150,000 or 3.44 acres. Lynwood is a built out City and land acquisition without triggering additional relocation is rare or nearly impossible to avoid. With this being the case staff focused on a Caltrans property because is was considered excess land by Caltrans, was a vacant lot, would be on the auction block or ready for sale to the Agency soon, and had additional parking H:word/red eve I p/I m ora I es/Arco B P Devl pC n cpt. stf AGENDA I TL~4 • • capabilities adjacent and under the I-105 freeway. Initially, Mr. Franco was not eager with the' Site. However, after looking at the potential costs associated with other preferred sites, the feasibility of the identified Site proved to be advantageous. The Site is located in a predominantly heavy commercial/industrial area and the proposed use would not_ have an adverse effect on the surrounding properties. The develop concept is a staff generated site plan that illustrates how the building could possibly be located on the Site with the parking area around the building with additional parking under the Freeway. Caltrans has indicated that they are ready to lease the area under the r Freeway with a condition that no permanent structures could be built under the Freeway. Caltrans stated that parking lots are a permitted use and could be accommodated under the Freeway.. Should the Agency approve the concept, staff would then. look to finalize any .negotiations with Caltrans on behalf of Mr. Franco and. arrange for Mr. Franco to purchase the property directly from Caltrans. This could only be .made possible with the Agency/City exercising its first right of refusal to purchase Caltrans property. Without City/Agency involvement a private entity would not be able to directly purchase property from Caltrans and would have to go through the public bid process and purchase Caltrans property through an auction. The Agency/City. may exercise it rights essentially at no cost to the Agency to facilitate the acquisition: Recommendation: Staff respectfully requests that after consideration, the Agency approve the development concept and location for the EI Farallon restaurant and direct staff to negotiate with Cal Trans for the purchase of the property on behalf of Mr. Franco for the relocation of the EI Farallon restaurant. H:word/redevelp/I mora les/Arco6 PDevl pcncpt.stf F s loo., W ac O J N 0 o a J N 0 0 0 N I J/ a f � J 2 V -- - 31b1g 00 6 , 11 � d3d 00 b , 11 ° 0 O O Wnld ,0 ,° 1 Ica. 0 M L '1S C)O,;" 00911 � Is W 3 00911 O 0 !; M 1S 1 1 0 0 N c ■ . 7 N O CV V 0011► o o / Yw N 0 o � N Off. O ' II O 1 Z 1 � J { 1 { J 1 1 ,00 4 p O { 1 { M Ica. 0 M L '1S C)O,;" 00911 � Is W 3 00911 O 0 !; M 1S 1 1 0 0 N c ■ . 7 N O CV V 0011► o o / Yw N 0 o � N Off. 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