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HomeMy WebLinkAboutCC Resolution 9996 (Transfer Property; 750 Lincoln Ave)CITY OF SAN RAFAEL RESOLUTION N0.9996 A RESOLUTION AUTHORIZING TRANSFER OF REAL PROPERTY AT 750 LINCOLN AVENUE, APN 013-021-19, FROM THE CITY OF SAN RAFAEL TO THE SAN RAFAEL REDEVELOPMENT AGENCY BE IT RESOLVED by the City Council Members of the City of San Rafael as follows: WHEREAS, the City Council of the City of San Rafael (the "City Council") has adopted the Amended and Restated Redevelopment Plan for the Central San Rafael Redevelopment Project (the "Redevelopment Plan") on October 16, 1989, by Ordinance No. 1572; and WHEREAS, the San Rafael Redevelopment Agency (the "Agency") is vested with responsibility pursuant to the Community Redevelopment Law (Health and Safety Code Section 33000 et sea.) (the "Law") to implement the Redevelopment Plan in the Project Area; and WHEREAS, the City of San Rafael, a municipal corporation (the "City"), is the fee owner of certain real property located within the City and used as a gas station and City corporation yard (the "Property"); and WHEREAS, the Property is located in the area governed by the Redevelopment Plan (the "Project Area"); and WHEREAS, development of the Property along with development of the adjacent PG&E property will assist in the implementation of the Redevelopment Plan and the elimination of conditions of blight in the Project Area by redeveloping currently vacant and underutilized land for uses consistent with a downtown San Rafael location; and WHEREAS, the City and the Agency have determined that their respective goals, objectives, and policies with respect to development of the Property can be facilitated through conveyance of the Property by the City to the Agency; and WHEREAS, the City and the Agency desire purchase and sale agreement (the "Agreement") the form on file with the City Clerk, whereby 141\01\107747.02 - 1 - to enter into a substantially in the Agency will R1 Q , �k alb purchase the Property for the amount of at least Two Million Dollars ($2,000,000); and WHEREAS, pursuant to Health and Safety Code Section 33220(a), the City is authorized to convey the Property to the Agency with or without consideration; and WHEREAS, pursuant to Health and Safety Code Section 33391, the Agency is authorized to acquire the Property for purposes of redevelopment; and WHEREAS, the City is processing an environmental impact report ("EIR") for proposed development of the Property and the adjacent PG&E property which EIR will be certified prior to and will be considered in connection with the Agency's consideration of a disposition and development agreement with a Developer and the City's consideration of applications for the proposed development; and WHEREAS, absent approval of a disposition and development agreement with a Developer, the City's conveyance of the Property to the Agency will have no effect on the environment and will not change the physical environment, since the Property will remain in possession of the City in its current use and will be reconveyed to the City if the Agency does not enter into a disposition and development agreement pertaining to the Property. NOW, THEREFORE, IT IS HEREBY RESOLVED as follows: Section 1. The City Council hereby finds and determines that the sale of the Property to the Agency is desirable in order to facilitate redevelopment of the Property and adjoining PG&E property for uses consistent with the downtown location. Section 2. The City Council finds that the conveyance of the Property to the Agency will have no effect on the environment and will not change the physical environment and therefore is not a project for the purposes of the California Environmental Quality Act. Section 3. The City Council hereby approves the sale of the Property to the Agency and authorizes the City Manager to execute on behalf of the City the Agreement, substantially in the form on file with the City Clerk, with such minor changes as are approved by the City Manager, such approval to be conclusively evidenced by the execution of the Agreement. Section 4. The City Council hereby authorizes the City Manager to take such other actions and execute such other documents as are appropriate to effectuate the intent of the executed Agreement. 141\01\107747.02 -2 - Section 5. This Resolution shall take immediate effect from and after its passage and approval. I, JEANNE M. LEONCINI, City Clerk of the City of San Rafael hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the City Council of the City of San Rafael held on JANUARY 5 , 1998 , by the following vote: AYES: COUNCILMEMBERS:Cohen, Miller, Phillips & Vice -Mayor Heller NOES: COUNCILMEMBERS:None ABSENT: COUNCILMEMBERS:None DISQUALIFIED: COUNCILMEMBERS:Mayor Boro (due to conflict of interest) JeanneG�: Leon G� ' cini, City Clerk 141\01\107747.02 - 3 - CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLUTION NO. 9634 A RESOLUTION DIRECTING THE CITY MANAGER TO TAKE PRELIMINARY ACTIONS TOWARDS AGREEMENTS PROVIDING FOR DISPOSITION OF CITY CORPORATION PROPERTY The City Council of the City of San Rafael, Marin County, California, does hereby declare, find and determine that: WHEREAS, the Cit x owns certain real property (the "Corp Yard Property") which is within the area governed by the Redevelopment Plan for the Central San Rafael Redevelopment Project (the "Plan") and is used as the City's corporation yard. The Corp Yard Property consists of Assessor's Parcel 13-021-19. WHEREAS, the Corp Yard Property is adjacent to property formerly used as Pacific Gas & Electric Company's service center (the "PG&E Property") at Second and Lindaro Streets. Because of its strategic location in downtown San Rafael, the City and the Redevelopment Agency have long sought to obtain the redevelopment of the PG&E Property. WHEREAS, a proposal has been made to redevelop the PG&E Property for office use for Fair Isaac, Inc., a business currently located in the City and seeking to relocate within the City. WHEREAS, it has also been proposed that the Corp Yard Property be redeveloped and used as part of the Fair Isaac, Inc. office development. WHEREAS, inclusion of the Corp Yard Property in the Fair Isaac, Inc. development would require the City's conveyance of the Corp Yard Property to the Agency and the Agency's subsequent conveyance of the Corp Yard Property for inclusion in the Fair Isaac, Inc. development WHEREAS, the Agency and City desire to include the Corp Yard Property in the Fair Isaac, Inc. development if satisfactory agreements for that inclusion can be reached and the City is satisfied that a replacement corporation yard can be constructed at a reasonable cost at another location in the City; and, to that end, the City Council desires to direct staff to prepare and negotiate the agreements necessary to provide for that inclusion. 141 DG"50 06/25/96 Attachment A THEREFORE, the City Council resolves as follows: 1. The city Manager is hereby directed to work with Agency staff to prepare an agreement providing for the city's conveyance of the Corp Yard Property on such terms as the City Manager deems appropriate and at a price equal to that the Agency will receive for the Corp Yard Property. 2. The City Manager is directed to take such steps as aro necessary for the City Council's consideration of a proposed agreement for conveyance of the Corp Yard Property to the Agency at such time as the Agency and City Council are prepared to consider a proposed disposition and development agreement for the Corp Yard Property and PG&E Property . I HEREBY CERTIFY that the foregoing Resolution was duly and regularly adopted at a regular meeting of the City Council of the City of San Rafael on JULY 1 , 1996. AYES: COUNCILMEMBERS: Cohen, Heller, Miller, Phillips and Mayor Boro NOES: COUNCILMEMBERSa. None ABSENT: COUNCILMEMBERS: None 1410CRTSO 06/25/96 r+ar•Pc Jean M. Leoncini City Clerk is o - i 0 � 9e�€tom a 1S N141 Yl 4 Q K%CV C ODbc p; O/ lO. '�• O .P� , O 2 m N N J 2 N JFJ. Q Q I //Jr a rj" <ar • � ♦` 2 f ♦ Gos \ /u MW Cr YN CID / m LI3 Cr.'In NCOLN r[• r o s ', `q N � o �0 1 ^ a� ! w 1 e ri C a � � L-02 S ;l o it of nod 1S � I -- __ 06f -7 n Attachment B PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT ("Agreement") is made as of this 29th day of January , 1998, by and between the City of San Rafael, a municipal corporation ("City"), and the San Rafael Redevelopment Agency, a public body, corporate and politic ("Agency") with reference to the following: RECITALS A. City is the owner of that certain real property located in San Rafael, County of Marin, California, as more particularly described in Exhibit A attached hereto ("Property"). B. The Property is located within the project area ("Project Area") governed by the Redevelopment Plan for the Central San Rafael Redevelopment Project ("Redevelopment Plan") and is currently in use as a gas station and City corporation yard. C. City and Agency believe that redevelopment of the Property and the adjoining PG&E property for use consistent with the downtown location will assist in the implementation of the Redevelopment Plan and the elimination of conditions of blight in the Project Area. D. City and Agency have determined that their respective goals, objectives, and policies with respect to development of the Property and the adjoining PG&E property can best be achieved through conveyance of the Property by City to Agency. Conveyance to Agency will facilitate the use of Agency development expertise, monitoring capabilities and financial resources to promote timely reconveyance and redevelopment of the Property. E. Consequently, City desires to sell and Agency desires to purchase the Property for the consideration described below. F. City and Agency also desire that City shall retain possession of and responsibility for maintaining the Property until such time as Agency arranges for the sale of the Property to a third party developer ("Developer"). G. City and Agency further desire that City assign and Agency assume all rights and obligations under any leases currently in effect for the Property. H. City is authorized to convey the Property to Agency with or without consideration pursuant to Health and Safety Code Section 33220(a). 141\01\107745.03 1 I. Agency is authorized to acquire the Property for purposes of redevelopment pursuant to Health and Safety Code Section 33391. NOW, THEREFORE, in consideration of the above, City and Agency agree as follows: Section 1. PURCHASE AND SALE OF PROPERTY. City agrees to sell the Property to Agency and Agency agrees to purchase the Property from City, subject to the terms and conditions set forth in this Agreement. Section 2. PURCHASE PRICE. The purchase price for the Property shall be equal to the amount that Agency receives from a Developer upon sale of the Property to a Developer, but said amount shall not be less than Two Million Dollars ($2,000,000) (the "Purchase Price"). The Purchase Price shall be paid in cash at the time that Agency is paid by Developer. Section 3. CONVEYANCE OF PROPERTY. City shall convey the Property to Agency by grant deed within thirty (30) days following the execution of this Agreement. When the conveyance is made, the title to the Property shall be in a condition approved by the Agency, except that the Agency shall accept conveyance of the Property subject to existing leases thereof which leases shall be assigned to the Agency. To facilitate conveyance, the Agency and City shall obtain and review a preliminary title report for the Property prior to the conveyance. Section 4. RECONVEYANCE OF PROPERTY. If Agency has not entered into a contract for the sale of the Property to a Developer by June 30, 1998 or if Agency has entered into such an agreement with Developer by that date but that agreement is later terminated before sale of the Property, the Agency shall promptly reconvey the Property to the City, unless the Agency and City agree in writing otherwise. Section 5. POSSESSION OF PROPERTY. City shall retain possession of the Property until Agency has sold the Property to a Developer and that Developer is entitled to possession. At least one year's prior notice must be provided to City before a transfer of possession to a Developer may take place. Section 6. MAINTENANCE OF PROPERTY. City shall retain responsibility for the maintenance of the Property until the time when possession of the Property is transferred pursuant to Section 5 of this Agreement. Until such time, City shall maintain the Property in a condition consistent with its current condition and make, at its own expense, all repairs necessary to maintain the Property in such condition. 141\01\107745.03 2 Section 7. CONDITION OF PROPERTY. City and Agency shall cooperate to provide for assignment to a Developer of any rights City might have against third parties related to the presence of hazardous or toxic materials on the Property. Except as set forth in the previous sentence, the Agency and City agree that the Agency is acquiring the Property in an "as is" condition without warranty as to the condition of the Property, its suitability for development or presence or absence of toxic and hazardous materials. Section 8. NOTICES. Any notice required or permitted to be given under this Agreement shall be in writing, addressed as provided below or to such address as either party shall subsequently give by notice to the other party, and shall be either delivered by messenger or an overnight mail service with a delivery receipt or sent by registered or certified mail, postage pre -paid, return receipt requested. Such notices shall be deemed received on the date shown on the receipt, on the date such notice was returned as undeliverable or on the date delivery was refused. City: City of San Rafael 1400 Fifth Avenue San Rafael, CA 94901 Attn: City Manager Agency: San Rafael Redevelopment Agency 1331 Fifth Avenue San Rafael, CA 94901 Attn: Executive Director Section 9. MISCELLANEOUS PROVISIONS. (a) This Agreement and its attached exhibits contain the entire agreement of the parties; any previous understandings of the parties regarding the subject matter hereof are expressly declared null and void and are superseded hereby. (b) If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby. (c) No waiver or any breach of any covenant or provision herein contained shall be deemed a waiver of any other covenant or provision herein contained, and no waiver shall be valid unless in writing and executed by the waiving party. No extension of time for performance of any obligation or act shall be deemed an extension of the time for performance of any other obligation or act. (d) Headings at the beginning of each paragraph and subparagraph are solely for the convenience of the parties and 141\01\107745.03 3 are not a part of and shall not be used to interpret this Agreement, the singular form shall include plural and the masculine shall include the feminine and vice versa. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared the same. Unless otherwise indicated, all references to paragraphs are to this Agreement. All exhibits referred to in this Agreement are attached hereto and incorporated herein by this reference. (e) This Agreement shall be governed and construed in accordance with California law. IN WITNESS WHEREOF, the parties have executed this Agreement on the date written above. ATTEST: CITY: City of San Rafael, a municipal corporation By: Cit Jerk Name: Rod Gould Title: City Manager ATTEST: AGENCY: San Rafael Redevelopment Agency, a public body, corporate and politic BY: Ag " cy Secretary Name: Rod Gould Title: Executive Director 141\01\107745.03 4 113488 -TE Exhibit A DESCRIPTION All that certain real property situate in the City of San Rafael County of Marin, State of California, described as follows: PARCEL ONE: BEGINNING at a point in the Southerly line of Second Street, distant 496.5 feet Easterly from the point of intersection of the said Southerly line of Second Street with the Easterly line of Lindaro Street; thence running Easterly along said line of Second Street 140.1 feet to the Southerly line of the San Rafael and San Quentin Turnpike or Toll Road, now known as Francisco Boulevard; thence Southerly and Easterly along said line of said Turnpike 90 feet; thence leaving said Turnpike and running South 140 59, West 153.5 feet; thence North 380 4' West 278.3 feet to the point of beginning. EXCEPTING therefrom all that portion thereof lying within the lines of Lincoln Avenue. PARCEL TWO: BEGINNING at the point of intersection of the Southerly line of Second Street with the Easterly line of Petaluma Avenue (now known as Lincoln Avenue); thence Easterly along the Southerly line of Second Street 6/10 of a foot to the most Westerly corner of that certain lot or parcel of land which was conveyed by John W. MacKay and James L. Flood to the City of San Rafael, by Deed dated June 5, 1893 and recorded June 10, 1893 in Book 26 of Deeds at Page 238, Marin County Records; thence along the Southwesterly line of said lot, South 380 04' East 278.3 feet to the most Southerly corner of said lot; thence along the Easterly line of said lot, North 140 59' East 153.5 feet to the Southerly line of the Toll Road; thence Easterly along the Southerly line of the Toll Road 6.6 feet to the Westerly bank of the said tidal canal, South 110 43' West 289 feet; thence continuing along said Westerly bank on the arc of a circle having a radius of 441.7 feet, 462.3 feet to the said Easterly line of Petaluma Avenue; thence Northerly along the said Easterly line of Petaluma Avenue 702.8 feet to the point of beginning. EXCEPTING therefrom all that portion thereof as contained in the Deed from the City of San Rafael, a municipal corporation, to Pacific Gas and Electric Company, a California Corporation, recorded October 18, 1961 in Book 1507 of Official Records at Page 381, and re-recorded November 29, 1961 in Book 1519 of Official Records at Page 608, Marin County Records. ALSO EXCEPTING therefrom all that portion described as follows: A STRIP of land, 10 feet in width, lying Southeasterly of and contiguous to the Southeasterly boundary of that certain parcel of land described in the Deed from the City of San Rafael, a municipal corporation, to Pacific Gas and Electric Company, a California Corporation, recorded October 18, 1961 in Book 1507 of Official Records at Page 381 and re-recorded November 29,1961 in Book 1519 of Official Records at Page 608, Marin County Records. ALSO EXCEPTING therefrom all that portion thereof lying within the lines of Lincoln Avenue. PARCEL THREE: AN EASEMENT for sanitary sewer purposes described as follows: -Continued- Legal Description (continued) A STRIP of land of the uniform width of 20 feet, the centerline of which is described as follows: BEGINNING at a point on the Easterly line of Lindaro Street at the intersection of two courses bearing South 70 15' West and South 80 15' West, as said courses are shown upon that map entitled, 'Map of a Portion of Lindaro Street, City of San Rafael, Marin County, California", filed for record March 2, 1937 in Book 2 of Surveys, at Page 83, Marin County Reccrds; thence North 80 53' East 32.92 feet to the true point of beginning; thence Southeasterly perpendicular to the aforementioned Easterly line, 315.00 feet; thence along a tangent curve to the left, through a central angle of 510 00' 000 having a radius of 215.00 feet, an arc distance of 191.37 feet; thence North 470 53' East 70 feet, more or less, to the termination of the easement and also the Westerly line of Lincoln Avenue, described as an arc 194.78 feet long in a Deed from the City of San Rafael to the Pacific Gas and Electric Company, recorded October 18, 1961 in Book 1507 of Official Records at Page 381, Marin County Records. The Law Offices of GOLDFARB & LIPMAN One Montgomery Street u1 . `` D-• Twenty -Third Floor {{�� p r� San Francisco 11 E C 18 1597 California 94104 E�PiU'."'. "moi •r .:,,.• r 415788-6336 December 16, 1997 415 788-0999 FAX That specific authorization authorizing property transfers to a redevelopment agency overrides the more general provisions of state law regarding a city's disposition of surplus property. See Government Code Section 54222. In addition, when a property is to be transferred to a redevelopment agency, it is not "surplus" as that term is defined for purposes of the general state surplus property law. See Government Code Section 54221(b) A charter city could regulate sales of city property in a manner that differs from general state law. However, based on our conversations with the City Attorney's office and the City Clerk, it is our understanding that San 445 S. Figueroa Street Rafael' s charter does not place limitations or restrictions Suite 2631 on sale of city property prohibiting sale to the Agency or Los Angeles California 90071 213 627-6336 141\10\107689.03 Attachment D Jake Ours MDavid Kroot San Rafael Redevelopment Agency 1313 Fifth Avenue Lee C. Rosenthal San Rafael, CA 94901 John T. Nagle Re: Fair Isaac Protect Polly V. Marshall Lynn Hutchins Dear Jake: Richard A. Judd I write at your request concerning the potential Karen M. Tiedemann transfer of the City corporation yard property from the City to the Redevelopment Agency. The expectation is that City Thomas H. Webber will convey that property to the Agency and that the Agency John T. Haygood will enter into a disposition and development agreement Providing for the Agency's sale of that property and Dianne Jackson McLean subsequent development of the property along with the Michelle D. Brewer adjacent PG&E property as part of the Fair Isaac project. The proceeds of sale will be used to acquire and construct a Andrew Z.Shagrin new corporation yard facility. David M. Robinson Under the Community Redevelopment Law (Health & Safety Code Sections 33000 et sea.), a city or other public body is Of Counsel authorized to "dedicate, sell, convey or lease any of its Property" to a redevelopment agency. See Health & Safety Steven H. Goldfarb Code Section 33220. That transfer to the redevelopment Barry R. Lipman agency may be "with or without consideration." Id. That specific authorization authorizing property transfers to a redevelopment agency overrides the more general provisions of state law regarding a city's disposition of surplus property. See Government Code Section 54222. In addition, when a property is to be transferred to a redevelopment agency, it is not "surplus" as that term is defined for purposes of the general state surplus property law. See Government Code Section 54221(b) A charter city could regulate sales of city property in a manner that differs from general state law. However, based on our conversations with the City Attorney's office and the City Clerk, it is our understanding that San 445 S. Figueroa Street Rafael' s charter does not place limitations or restrictions Suite 2631 on sale of city property prohibiting sale to the Agency or Los Angeles California 90071 213 627-6336 141\10\107689.03 Attachment D Jake Ours December 16, 1997 Page 2 mandating any kind of priority or bidding system. As a result, the City's charter is not a bar to the City's sale of the corporation yard site to the Agency. The City has adopted a policy for the sale of surplus land in Resolution No. 5734. For the same reasons described above with regard to Government Code Section 54222, the City's transfer to the Agency would not be subject to the Resolution 5734. First, when property is to be transferred to a redevelopment agency for the purposes of implementing the redevelopment plan, it is not "surplus" within the meaning of Resolution 5734. Second, Health & Safety Code Section 33220 overrides the more general provisions of Resolution 5734 in the same way it overrides Government Code Section 54222. Lastly, because the City's policy is adopted by resolution, even if a property is considered "surplus", the City Council may make exceptions to the policy in the resolution approving a specific transaction for that property. Thus, in this case the resolution approving the sale to the Agency would explain that the property is being sold for fair market value but would except the transaction from Resolution 5734's bidding requirements because of the unique redevelopment circumstances of the transaction. If you have any further questions concerning this matter, please give me a call. Sincerely, 4J,a!V LEE C. ROSENTHAL LCR/crs cc: Gary Ragghianti 141\10\107689.03