HomeMy WebLinkAboutResolution No. 6448 (Northgate Shopping Center Agreement)RESOLUTION NO. 6448
A RESOLUTION AUTHORIZING THE SIGNING OF A
CONTRACT, LEASE OR AGREEMENT
THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:
The MAYOR and CITY CLERK are authorized to execute, on behalf of
the City of San Rafael, a contract, lease or agreement with
M & T PROPERTIES, INC. RE: NORTHGATE SHOPPING CENTER
a copy of which is hereby attached and by this reference made a part
hereof.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby
certify that the foregoing resolution was duly and regularly intro-
duced and adopted at a regular meeting of the City Council of said
City held on Monday the fifteenth
19 82 , by the following vote, to wit:
day of November
AYES: COUNCILMEMBERS: Breiner, Frugoli, Jensen & Mayor Mulryan
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: Miskimen
J
J1YNNE M. LEONCINI, City Clerk
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""'I"'INAL
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THIS AGREEMENT, made this 15th day of November , 1982 by
and between City of San Rafael ("City" hereafter) and M. & T. Pro-
perties, Inc. ("M. & T." hereafter) is based upon the following
circumstances:
RECITALS
1. City has, pursuant to its General Plan, prepared and adopted
a neighborhood plan for the Northgate Activity Center known
as the Northgate Activity Center Plan ("Plan" hereafter) ;
2. Said Plan provides guidelines for the land use and the
growth of the Northgate Activity Center area;
3. Said Plan and its Environmental Impact Report ("EIR" here-
after) also identifies development constraints, including
traffic and circulation problems;
4. In order to mitigate the problems of traffic and circulation
occasioned by proposed future growth, the Plan and the EIR
contain recommended traffic improvements which have been
identified as being the primary responsibility of the State
of California Department of Transportation ("CalTrans" here-
after) ;
5. The Plan further indicates, however, that CalTrans is unable
or unwilling to commit its resources for Northgate traffic
improvements soon enough to accommodate pending and proposed
development;
6. So as to permit orderly growth and development in the
Northgate Activity Center to proceed, the Plan proposes
payment for traffic improvements through traffic mitigation
fees which were computed by formula in January 1981, with
an inflation index, as set forth on page 18 of the Plan.
Voluntary assessment district proceedings could provide
alternate or additional means of payment;
7. M. & T. has professed its intent to undertake improvements
equaling 122,000 square feet to the Northgate Shopping
Center owned by it, as set forth in Exhibits A and B attached
hereto and incorporated herein ("Improvements" shall include
all proposed new construction and renovation of existing
facilities as set forth in Exhibits A and B.). A parking
structure is required for the proposed Mervyn's Department
Store ("Mervyn's" hereafter) included within the Northgate
Shopping Center improvements;
8. Said parking structure cannot be wholly financed economic-
ally by M. & T., and it has thus requested assistance from
City;
9. It is estimated that the proposed Northgate Shopping Center
improvements will provide considerable retail sales, with
resulting sales tax revenues to the City, as reflected in
Exhibit C attached hereto and incorporated herein;
10. Additionally, the proposed improvements may aid in preserv-
ing the City's downtown retail status, as well as enhancing
the City's retail shopping status within Marin County.
OBLIGATIONS OF THE PARTIES
To assist M. & T. in providing parking facilities for the pro-
posed Mervyn's store, the parties agree as follows;
1. The City shall waive traffic mitigation fees in the base
figure of $746,640.00 as identified in the Plan for the
proposed Northgate Shopping Center improvements, including
Mervyn's;
MOM
2. M. & T. shall pay to City a sum equal to the difference
between the base figure of $746,640.00 and an adjustment
thereof for inflation based upon the Lee Saller Construction
Index, as referenced and provided on Page 17 of the Plan
(said adjustment as of November 1, 1982 equals $104,000);
3. M. & T. shall pay said sum to the City on or before the time
of the issuance of the building permit(s) by the City for
the proposed improvements at Northgate Shopping Center,
including Mervyn's;
4. M. & T. shall submit plans, specifications and formal devel-
opment project applications to the City for improvements to
the Northgate Shopping Center in a timely manner, but no
later than June 30, 1983. M. & T. shall pursue completion
of the improvements and shall complete the same with all due
diligence to comply with the target completion date of
December 1984, as contemplated by the parties;
5. The parties hereto agree"that M. & T. shall not be obligated
to construct or otherwise establish or otherwise pay for
traffic improvements relating to its proposed project other
than as expressly set forth in this Agreement;
6. The parties agree that if M. & T. is unable to establish or
otherwise provide for Mervyn's within the Northgate Shopping
Center, then this Agreement shall be null and void and of no
further force or effect;
7. The parties hereto agree that in the event M. & T. is
unable, because of legal preclusion, extreme economic hard-
ship and infeasibility, or force majeur, to undertake and
complete all improvements described herein, then this
Agreement shall be extended accordingly, if possible; or if
not possible, then this Agreement shall become null and void
and of no further force and effect; provided, however, that
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if all improvements as specified herein are not completed by
June 30, 1985, the City shall be relieved of its obligation
to waive any further traffic mitigation fees for the uncom-
pleted portion of the improvements as specified herein. In
such event, M. & T. shall be obligated to remit to City
traffic mitigation fees for the remaining portion of the
improvements subsequently completed;
8. City agrees to pay or provide for the payment of the sum of
$746,640.00, plus any adjustment thereto paid by M. & T.,
toward the diligent implementation of such part of the
traffic improvments hereinabove referred to as can be paid
for with such funds.
TERM OF AGREEMENT
The term of this Agreement shall commence on the date the Agree-
ment is fully executed, and shall continue until June 1988 or until it
is earlier terminated or modified in accordance with other sections of
this Agreement. '
ASSIGNMENT
The rights and obligations of M. & T. under this Agreement shall
not be transferred nor assigned without first obtaining the written
consent of the City, which consent shall not be unreasonably withheld.
HOLD HARMLESS
M. & T. agrees to and shall hold the City, its officers, agents,
employees and representatives harmless from liability for damage or
claims for damage for personal injury, including death, and claims for
property damage which may arise from the direct or indirect operations
of M. & T., or its contractor, subcontractor, agent, employee or other
person acting on its behalf, which relate to this Agreement. M. & T.
agrees to and shall defend the City and its officers, agents, employees
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and representatives from actions for damages caused or alleged to have
been caused by reason of M. & T.'s activities in connection with this
Agreement, and for causes of action challenging City action preceding
and authorizing this Agreement itself or provisions hereof.
This hold harmless agreement applies to all damages and claims
for damages suffered or alleged to have been suffered, regardless of
whether or not the City prepared, supplied or approved plans or speci-
fications or both for the improvements, and regardless of whether.or
not any insurance policies are applicable.
EFFECT OF AGREEMENT ON LAND USE REGULATIONS
The rules, regulations and official policies governing permitted
use of the Northgate Shopping Center, and the design, improvement and
construction standards and specifications applicable to development of
the real property shall be those City ordinances and land use regula-
tions in force at the time of the execution of this Agreement, includ-
ing but not limited to the Plan.
This Agreement does not prevent the City in subsequent actions
applicable to the Northgate Shopping Center from applying new rules,
regulations and policies which do not conflict with those rules,
regulations, ordinances and policies applicable to the property as
specified above.
PERIODIC REVIEW OF COMPLIANCE WITH AGREEMENT
The City shall review this Agreement as often as deemed necessary
by City staff to determine good faith compliance with the terms herein.
M. & T. agrees to furnish such evidence of good faith compliance as
the City in the reasonable exercise of its discretion may require.
AMENDMENT OR CANCELLATION OF AGREEMENT
This Agreement may be amended or cancelled in whole or in part
only by mutual consent of the parties or as specified herein.
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EVENTS OF DEFAULT
M. & T. is in default under this Agreement upon the happening of
one or more of the following events or conditions:
A. If a warranty, representation or statement made or furnished
by M. & T. to the City is false or proves to have been false
in any material respect when it was made;
B. A finding and determination by the City that M. & T. has not
complied in good faith with the terms or conditions of this
Agreement, including but not limited to failure of M. & T.
to submit a development application for Mervyn's or for any
other significant component of the improvments as specified
herein.
PROCEDURE UPON DEFAULT
Upon the occurrence of an event of default, the City may termi-
nate or modify this Agreement in accordance with the provisions of
this Agreement.
ATTORNEY'S FEES AND COSTS
If legal action by either party is brought because of breach of
this Agreement or to enforce a provision of this Agreement, the pre-
vailing party shall be entitled to reasonable attorney's fees and
court costs.
SEVERABILITY
The provisions hereof shall be deemed independent and severable,
and the invalidity or partial invalidity or unenforceability of any
one provision or portion thereof shall not affect the validity or
enforceability of any other provision hereof.
IN WITNESS WHEREOF, the undersigned have executed this instrument
the day and year first above written.
ATTEST
City Clerk
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CITY OF SAN RAFAEL
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Mayor
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EXHIBIT "A"
M & T PROPERTIES INC. o : INE STREET a SAN FRANCISCO n CAL' .IIA 94104-3390 0 (415) 781-5785
September 30, 1982
Mr. Ransom Coleman
Financial Officer
City of San Rafael
1400 Fifth Avenue
San Rafael, CA 94915
Re: Northgate Shopping Center
Expansion Program
Dear Randy:
As requested in our recent meeting, I outline below some facts
which are relevant to the Northgate expansion program which
has been approved by our management.
As you know we are in the process of negotiating a lease with
Mervyn's which we fully expect to consummate within the next
few weeks. They will build on a ground lease pad (at their
own expense) an 83,000 square foot department store with
41,500 square feet on each of two floors. The sales area will
be approximately 56,000 square foot total. This structure will
eliminate approximately 192 of our present parking spaces.
Their building will be westerly and contiguous with the existing
Payless store, as shown on the attached site plan.
By agreement with Mervyn's and Payless, M & T will build (at
its own expense), a 31,000 square foot free-standing building
on the eastern perimeter of the east side parking lot, also as
shown on the attached site plan. This structure will eliminate
141 parking spaces.
After we have relocated the Payless operation, we will remodel
the existing Payless space into some six or eight smaller spaces
which would be occupied by stores which would be compatible
with Mervyn's and other adjoining stores.
We will also build a new building of approximately 8,000 square
feet between the new Mervyn's store and the existing building
which contains the See's Candy store. This will provide approx-
imately four or five new store locations.
Continued.......
EXIIIBIT "B"
r. ,
- Mr. Ransom Coleman
Financial Officer
City of San Rafael
September 30, 1982
Page two
We have also been utilizing two architectural groups to
redesign our entire main Mall. This will include new store
fronts, new designs for store identification signs and, most
importantly, redecorating the central plaza and the existing
fountain area. Our plans for this area include some attractive
structures which will include some retail space but additionally
some purely aesthetic designs. We hope to include some outdoor
dining area which can probably best be described as a "Parisian
Sidewalk Cafe".
To replace the parking spaces eliminated by the two new struc-
tures, as well as to supply the additional spaces required by
the new square footage of sales area, we will restripe the
parking lot to provide some 30% in compact spaces, and will build
a parking deck which will accommodate approximately 263 cars.
The addition of Mervyn's and Payless and the parking structure
requires the relocation of every type of utility line.
At this time, our best estimates of cost for the above improve-
ments are as follows:
1. To build and relocate Payless
2. Remodel the old Payless operation
3. New 8,000 square foot store
4. Parking structure
5. Mall remodeling
6. Utility lines relocation
7. Traffic mitigation fees
Total
$1,500,000
900,000
500,000
2,500,000
1,000,000
600,000
750,000
$7,750,000
If I have left out any of the information which you need,
please call me.
Sincerely,
M & T PROPERTIES INC.
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M. D. Jayred
President
MDJ/bls
NORTHGATE SALES PROJECTIONS
September 27, 1982
Mervyn's
Payless
- New Space
1984 -
Partial Year
1984 -
6,000,000
1985 -
13, 500, 000
1985 -
6,500,000
1986 -
16, 500, 000
1986 -
6,850,000
1987 -
18, 900, 000
1987 -
7,250,000
1988 -
21, 200, 000
1988 -
7,700,000
1989 -
23, 300, 000
1989 -
8,200,000
EXHIBIT "C"
8,000
Sq. Foot
Payless
- Old Space
New Building
1984 -
Partial Year
1984
- Partial Year
1985 -
4,500,000
1985
- 1,200,000
1986 -
4,500,000
1986
- 1,300,000
1987 -
5,000,000
1987
- 1,450,000
1988 -
5,450,000
1988
- 1,650P000
1989 -
5,950,000
1989
- 1,800,000
EXHIBIT "C"