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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 0 �q' - q_V ""'I"'INAL 11 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 -3- 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 -4- 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. -5- 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 :Vt CITY OF SAN RAFAEL L ` Mayor M. & T. PROPERTIES, INC. �O Qx',�' -11� by r OfriVe r I, L'4S GALLINAS AVENUE BOOS/ ATKINS EMPORIUM M ' I STORES T 1 1 STORES PAYLESS STORES >J STORES r 1 p � I� 1 STORES ni fill LI: 1 STORES PAYLESS STORES >J STORES r 1 p � I� 1 STORES ni fill STORES SEARS ROEBUCK EXHIBIT "A" 1 p � I� 1 STORES r � , HASTINGS Q O STORES 4 �O U z � Q o 0 W&J SLOANE 0 O J STORES SEARS ROEBUCK 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. �L r 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"