HomeMy WebLinkAboutPM 2002-30 - Agreement/Covenant - 12/4/2006 IIIIIIIIIIfIIIIIIN1111111111111111111111Nllllll
RECORDED AT THE REQUEST OF
AND WHEN RECORDED RETURN TO: Fresno County Recorder
William C. Greenwood
Redevelopment Agency DDC— 2002-0011301
Wednesday, JAN 23, 2002 11: 13:35
of the City of Fresno FRE $0.00
2344 Tulare Street, Suite 200 TtI Pd $0,00 Nbr-0000720593
Fresno CA 93721 jzg/R5/1-20
Attention: Executive Director
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
This Agreement is recorded at the request and for the benefit of the
Redevelopment Agency of the City of Fresno and is exempt from the payment of a
recording fee pursuant to Government Code Section 6103.
REDEVELOPMENT AGENCY OF THE
CIT O RESNO
By:
Its:
Dated: l- 17-OZ,
OWNER PARTICIPATION AGREEMENT
by and between
REDEVELOPMENT AGENCY OF THE CITY OF FRESNO,
a Public Body, Corporate and Politic
and
COAST TO COAST PETROLEUM, LLC
SOUTHWEST FRESNO
GENERAL NEIGHBORHOOD RENEWAL AREA
I
r
c
Recording Requested By
And When Recorded Return To:
REDEVELOPMENT AGENCY OF
THE CITY OF FRESNO
2344 Tulare Street, Suite 200
Fresno, CA 93721
(SPACE ABOVE THIS LINE FOR RECORDER'S USE)
REDEVELOPMENT AGENCY OF THE CITY OF FRESNO
SOUTHWEST FRESNO GENERAL NEIGHBORHOOD
RENEWAL AREA PROJECT URBAN RENEWAL PLAN AREA
OWNER PARTICIPATION AGREEMENT
COAST TO COAST PETROLEUM, LLC
THIS AGREEMENT ("the Agreement") is entered this j day of 2002, (the
"Effective Date"),by and between the Redevelopment Agency of the City of Fresno,a ublic body,
corporate and politic (the "Agency"), and Coast to Coast Petroleum, LLC, a California limited
liability company (the"Owner Participant").
Recitals
A. The Fresno City Council, on January 14, 1969, by Ordinance No. 69-13, adopted the
Southwest Fresno General Neighborhood Renewal Area Urban Renewal Plan (the "Plan'),
B. The Plan provides for the participation in the redevelopment of property in the area
subject to the Plan(the"Project Area")by the owners of property who agree to participate in such
redevelopment in conformity with the Plan by entering into a binding agreement with the Agency.
C. The Owner Participant represents and warrants to the Agency that it is representing,
and has been granted authority to represent, Elgeron Graves, a married man, and James W. Hall, a.
single man,("Owners"),owners in fee simple of property in the Project Area,commonly known as
2615,2619,2625 and 2631 South Elm Avenue,located at the southeast corner of South Elm Avenue
and East Jensen Avenue, which is described on Exhibit "A" (the "Property"). Exhibit "A" is
attached to and incorporated in this Agreement. The Owner Participant intends to purchase the
Property from the Owners for purposes of redevelopment pursuant to this Agreement. The Owner
Participant will purchase the Property using cash or private commercial financing which it will
obtain separately from this Agreement.
JP:OPkCoast to Coast LLC 2 November 8,2001
.c •
D. The Owner Participant desires to participate in the use, operation, maintenance, and
development of the Property in a manner consistent with the criteria in, and in conformity with the
terms of, this Agreement and the Plan.
E. The Owner Participant proposes the phased development of the Property with a 3,400
square foot mini-market/service station,including a fast food restaurant,a second 2,400 square foot
fast food restaurant,a 960 square foot mechanical car wash,and a 10,080 square foot industrial lease
shell building ("New Construction").
F. The Owner Participant also proposes to complete parking and landscaping
improvements to the Property. The New Construction, associated parking and landscaping
improvements,and required off-site improvements,all as shown in the Site Plan,attached as Exhibit
"B"and incorporated herein,are collectively referred to in this Agreement as the"Improvements"
or the "Project".
G. The Owner Participant proposes that the Agency provide development incentives or
assistance to the Project by(1)providing funding for the construction and installation of certain off-
site improvements as provided in Exhibit "C" ("Agency Financing Obligations - Off-Site
Improvements"), and(2)paying permit fees associated with the Project's development as provided
in Exhibit"D"(Agency Financing Obligations-Permits and Development Fees). Exhibits"C"and
"D" are attached to and incorporated in this Agreement.
H. The Southwest Fresno Citizens Planning Advisory Committee reviewed the Project
and this Agreement on November 19, 2001, and recommended that the Agency Board and City
Council approve it.
I. The Housing and Community Development Commission reviewed the Project and
this Agreement on January 9,2002,and recommended that Agency Board and City Council approve
it.
J. In connection with the approval of the Site Plan (Exhibit `B"), the City of Fresno
("City") has environmentally assessed the Project under Conditional Use Permit Application No.
C-01-095, resulting in a finding that the Project is categorically exempt from the preparation of
further environmental documents in accordance with Section 15332 of the California Environmental
Quality Act(Cali forni a Public Resources Code Sections 22000 et seq.)("CEQA")Guidelines,Class
32, In-fill Development Projects.
K. The Council ofthe City of Fresno(the"Council")and the Agency Board,after a joint
public hearing on A r , 2002, have further determined that this Agreement is in the best
interests of, and will materially contribute to,Plan implementation. Further,the Agency has found
that completion, operation and maintenance of the Project in accordance with this Agreement: (a)
will have a positive influence in the Project Area, and surrounding environs, (b) is in the vital and
best interests of the Agency, the City, and the health, safety, and welfare of City residents, (c)
JP:OPA/Coast to Coast LLC 3 November 8, 2001
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complies with applicable federal,state,and local laws and requirements, and(d) will help eliminate
blight.
NOW, THEREFORE, in consideration of the mutual promises and the respective
obligations, conditions and covenants herein, the Agency and the Owner Participant agree as
follows:
AGREEMENT
1. The Plan,including all future amendments thereto,the"Rules for Implementation of
Owner Participation in the Southwest Fresno General Neighborhood Renewal Area"(the"Rules"),
as adopted by the Agency and as amended from time to time, and the "Criteria for Selection of
Owner-Participants in Redevelopment Areas in the City of Fresno"(the"Criteria"), as adopted by
the Agency and as amended from time to time,are incorporated in this Agreement by this reference
and made a part hereof as though set for in full herein.
2. Notwithstanding any other provision of this Agreement,all obligations of the Agency
and all rights of the Owner Participant under this Agreement are conditioned on the Owner
Participant acquiring fee title to the Property no later than 30 days after the Effective Date, using
financing separate from this Agreement. If for any reason the Owner Participant fails to acquire fee
title to the Property within 30 days after the Effective Date,the Agency shall have no obligation to
proceed with this Agreement and may terminate this Agreement immediately by notice to the Owner
Participant. Upon such termination,(i)neither the Agency nor the Owner Participant shall have any
further rights, duties, obligations or liabilities under this Agreement, and (ii) each party shall
promptly execute all documents and take any other steps necessary or appropriate on such party's
part to evidence such termination.
3. (a) The Agency has determined that the Improvements are necessary to make the
Property and the Owner Participant's use thereon conform to the uses permitted by the Plan,and the
applicable standards,covenants,restrictions,conditions,controls and requirements of the Plan,the
Rules and the Criteria. The Improvements are shown in the Site Plan attached as Exhibit `B."
Within 30 days after acquiring title to the Property,the Owner Participant shall commence,and shall
thereafter diligently pursue to completion within the time set forth in Exhibit "E," Schedule of
Performance, attached to and incorporated in this Agreement, all steps necessary to construct and
install the Improvements. The Improvements shall be constructed and installed in accordance with
Exhibit `B," including all conditions and requirements imposed by the City on approval of
Conditional Use Permit Application No. C-01-095, and in accordance with other provisions of this
Agreement, the Plan, all applicable federal, state, and local codes, ordinances, regulations and
standards, and all building plans as approved by the City and the Agency. Except as specifically
provided below concerning"Agency Financing Obligations-Off-Site Improvements,"attached as
Exhibit "C," and "Agency Financing Obligations - Permits and Development Fees," attached as
Exhibit"D,"the Owner Participant shall pay or otherwise be responsible for all direct and indirect
costs in connection with the Improvements, including without limitation, architecture and
JP:OPA/Coast to Coast LLC 4 November 8, 2001
engineering, construction work and labor, insurance, interim and long term financing, and other
items necessary or appropriate to complete the Improvements. If all conditions in Section 2 and this
Section 3 are satisfied, the Agency shall pay or otherwise be responsible for all costs, estimated at
$181,350.00, in connection with construction and installation of the specified off-site public
improvements, and for the specified building permit and development fees, estimated at
$101,596.00, associated with the Project as provided in Exhibits "C" and "D".
If, during the period the Improvements are being constructed and installed, the Owner
Participant desires to make any change to the building plans which the City or the Agency have
previously approved for the Project,the Owner Participant shall submit the proposed change to the
Agency and the City for review. The Agency and the City shall approve or reject the proposed
change within 15 working days after submittal. If the Agency or the City finds the proposed change
is not in conformity with this Agreement, the Plan or applicable federal, state or local codes,
regulations or standards, the Agency shall reject the proposed change and so notify the Owner
Participant, setting forth the reasons for rejection. The Owner Participant may thereafter resubmit
the proposed change for review in accordance with paragraph 4.(a)(i). Any proposed change to the
Site Plan(Exhibit"B")also shall be reviewed by the Agency in accordance with paragraph 4.(a)(i),
and shall be subject to review and approval by the City in accordance with applicable provisions of
the City's Zoning Ordinance.
Upon completion of the Improvements, the Owner Participant shall so notify the Agency.
Within ten days after such notice, the Agency shall inspect the Improvements. When the Agency
determines that the Improvements have been completed fully in accordance with this Agreement,
the Plan, and applicable codes,regulations and standards,the Agency shall promptly deliver to the
Owner Participant an appropriate document certifying such completion (the "Release of
Construction Covenants"). The Agency shall not unreasonably withhold the Release of
Construction Covenants. The Release of Construction Covenants shall be, and shall state that it is,
conclusive evidence that the Owner Participant and its successors and assigns have satisfied all
agreements and obligations in this Agreement with respect to completion of the Improvements and
the dates for beginning and completion thereof. The Release of Construction Covenants shall be in
such form as to permit it to be recorded in the Fresno County Recorder's Office. The Release of
Construction Covenants shall not be evidence of compliance with or satisfaction of any obligation
of the Owner Participant to any other government agency, or to any holder of a mortgage or trust
deed arising from or related to money loaned to finance completion of the Improvements. The
Release of Construction Covenants is not the notice of completion referred to in California Civil
Code § 3093.
(b) In constructing the Improvements and performing its obligations under this
Agreement,the Owner Participant shall comply with all applicable laws,regulations and rules of all
federal, state and local governmental agencies having jurisdiction including, without limitation,
applicable federal and state labor standards and environmental laws and regulations. The Owner
Participant,not the Agency, is responsible for determining applicability of and compliance with all
federal, state and local laws including, without limitation, the California Labor Code, Public
JP:OPA1Coast to Coast LLC 5 November 8,2001
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Contract Code, Public Resources Code, Health & Safety Code, Government Code, Fresno City
Charter and Fresno Municipal Code. The Agency makes no representations regarding the
applicability of any such laws to this Agreement, the construction, development, operation or
maintenance of the Project, or the parties' respective rights or obligations hereunder including,
without limitation,payment ofprevailing wages,competitive bidding,subcontractor listing,or other
matters.The Agency shall not be liable or responsible,in law or equity,to any person for the Owner
Participant's failure to comply with any such laws,regardless of whether the Agency knew or should
have known of the need for Owner Participant to comply,or whether the Agency failed to notify the
Owner Participant of the need to comply.
In addition to and without limitation on its indemnity obligations under Section 12, Section
13,or any other provision ofthis Agreement,the Owner Participant shall defend,indemnify and hold
harmless the Agency, the City and their respective officers,employees, agents,representatives and
volunteers from and against any and all present and future liabilities, obligations, orders, claims,
damages,fines,penalties and expenses(including attorneys' fees,costs and legal expenses)arising
out of or in any way connected with the above covenant to comply with all laws or the Owner
Participant's compliance or failure to comply with such laws.
4. (a) The Owner Participant covenants for itself and its heirs, executors,
administrators, successors and assigns and all persons claiming under or through any of them that
the Owner Participant and its heirs,executors,administrators,successors and assigns and all lessees
and other persons claiming under or through any of them shall:
(i) Continue to devote, use, operate and maintain the Property, the
Improvements and all other improvements hereafter existing thereon, including uses which are
ancillary to the proposed retail and service commercial uses,in conformity with this Agreement,the
Plan, the Rules and the Criteria, as amended, and all applicable federal, state and local laws,
ordinances, codes, regulations and standards; and shall submit for the Agency's review all site,
development or building plans for modifications or additions to such uses,including but not limited
to plans for facade treatment and signs to be attached to structures on the Property. The Agency's
review shall be in addition to and without limitation on review by the City and any other federal,
state or local governmental agency having jurisdiction. The Agency shall approve or reject the
proposed plans within 15 working days after submittal. If the Agency finds that the proposed plans
are not in conformity with this Agreement, the Plan, the Rules, or the Criteria, as then in effect, or
applicable federal, state or local laws, ordinances, codes,regulations or standards as then in effect,
the Agency shall reject the proposed plans and so notify the Owner Participant, setting forth the
reasons for the rejection. The Owner Participant may thereafter modify and resubmit the proposed
plans for further review by the Agency in accordance with this subparagraph.
(ii) Not effect or execute any agreement, lease, conveyance or other
instrument whereby the Property or any part thereof or interest therein is restricted upon the basis
of race,religion,color,creed, sex,marital status,ancestry or national origin in the sale, lease,rental
or occupancy thereof.
JP:OPA/Coast to Coast LLC 6 November 8,2001
(iii) Not discriminate against or segregate any person,or group of persons,
on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the sale,
lease, sublease, rental, transfer, use occupancy, tenure or enjoyment of the Property, any interest
therein or any improvements thereon, nor shall the Owner Participant itself or any person claiming
under or through it establish any such practice or practices of discrimination or segregation with
reference to the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees, or vendees in the Property.
(iv) Provide in all leases,subleases or conveyances affecting the Property
or any part thereof or interest therein that no person shall, on the ground of race, color, creed,
religion,sex,marital status,national origin or ancestry,be excluded from participation in,be denied
the benefits of or be subject to discrimination under any program or activity on the Property
contemplated by this Agreement.
(v) Comply with all federal, state and local laws in effect from time to
time prohibiting discrimination or segregation by reason of race,color,creed,religion, sex,marital
status, national origin or ancestry in the sale, lease or occupancy of the Property or any portion
thereof.
The agreements, covenants and restrictions in subparagraph 4.(a)(1) shall
remain in effect for the life of the Plan. The agreements,covenants and restrictions in subparagraphs
4.(a)(ii), (iii), (iv) and (v) shall remain in effect in perpetuity.
(b) The Owner Participant shall not be entitled to, and the Development
Department of the City shall not issue or approve, any building permit for new construction or
rehabilitation work on the Property until the Agency has issued and delivered to the Development
Department a document certifying that the new construction or rehabilitation work will be in full and
complete compliance with the uses permitted by, and all applicable standards, covenants,
restrictions,conditions,controls and regulations specified in,the Plan,the Rules and the Criteria as
then in effect.
5. So long as the Owner Participant and its lessees of the Property or any part thereof,
and so long as all uses and improvements on the Property or any part thereof, fully conform to
Paragraphs 3 and 4 above,the Owner Participant will be permitted to remain as a conforming owner,
and the Agency will not acquire the Owner Participant's Property through the exercise of eminent
domain without the Owner Participant's consent.
6. Throughout the Project Area,during the life of the Plan,the Agency may perform or
cause to be performed necessary construction and installation of on-site and off-site improvements
for the Project Area as indicated in the Plan and permitted by law. Notwithstanding the restriction
on the use of eminent domain set forth in Section 5 above, the Agency reserves the right to utilize
eminent domain to take such portions of the Property,in accordance with applicable law, as may be
JP:OPA/Coast to Coast LLC 7 November 8,2001
required to acquire, widen, improve or realign public streets, rights-of-way or easements adjacent
to or across the Property, as set forth in the Plan. Nothing in this Section 6, Section 5, or any other
provision of this Agreement shall restrict the rights of the Agency, the City or any other public
agency to require dedications or impose conditions or exactions,in accordance with applicable law,
on development permits or entitlements for the Property.
7. All agreements, covenants and conditions in this Agreement shall be covenants
running with the land and shall inure to the benefit of and be enforceable by the Agency, its
successors and assigns, and the owner of any other land in the Project Area which is subject to the
land use requirements and restrictions of the Plan. The agreements,covenants and conditions in this
Agreement shall run in favor of the Agency and its successors and assigns for the entire applicable
period specified in paragraph 4.(a), without regard to whether the Agency has been,remains or is
the owner of any land or interest therein to which these covenants relate. In the event of any breach
of these covenants,the Agency may exercise all rights and remedies available at law or in equity to
cure or remedy such breach, in addition to any other rights and remedies in this Agreement.
8. The Owner Participant shall permit the Agency access to the Property for any purpose
necessary in carrying out the provisions of the Plan or this Agreement. This access shall include,
without limitation,inspection of work on the Improvements or other work and improvements on the
Property by representatives of the Agency,the federal government, any mortgagee,the City or any
other state or local governmental agency having jurisdiction with respect to any local,state or federal
building,health, safety, zoning or housing laws, standards, codes or regulations.
9. Any of the following shall be an event of default under this Agreement:
(a) Failure by the Owner Participant or any of its lessees,transferees,assignees,
or successors-in-interest of the Property or any portion thereof to comply with or satisfactorily
perform any of the terms, covenants, conditions or requirements of this Agreement, the Plan, the
Rules, the Criteria,the Site Plan(Exhibit"B"), or any amendment to any of them; or
(b) The fact that any representation or warranty made by or on behalf of the
Owner Participant in connection with execution of this Agreement or any other agreement,
instrument or documents referred to herein or hereafter submitted to the Agency or the City in
connection with the construction,redevelopment, rehabilitation,use,maintenance or ownership of
the Property shall prove at any time to have been incorrect in any material respect when made.
10. If there is an event of default under or breach of this Agreement or any of its terms,
covenants or conditions by the Owner Participant or any of its members, lessees, transferees,
assignees or successors-in-interest,the Agency may pursue any and all rights and remedies for such
default or breach available in law or equity,including without limitation specific performance of this
Agreement and termination of the Agreement and restitution of all benefits the Owner Participant
may have received from the Agency thereunder. Notice of default shall not be deemed a condition
precedent to the Agency's right to pursue any remedy,and failure or delay in giving notice of default
JP:OPA/Coast to Coast LLC 8 November 8,2001
shall not be deemed a waiver of the default, nor shall it change the time of default. All remedies
shall be cumulative. Pursuit of any one remedy by the Agency shall not be deemed an election of
remedies or a waiver of any other remedy, and shall not preclude the Agency from exercising any
other remedy at the same time or different times for the same default or any other default.
11. No official or employee of the Agency shall be personally liable to the Owner
Participant or any other person for any obligations under this Agreement.
12. (a) The purchase,development,redevelopment,use,operation and maintenance
of the Property, including the Improvements, pursuant to this Agreement is a private undertaking
by the Owner Participant and not apartnership,joint venture or any similar relationship between the
Owner Participant and the Agency. The Owner Participant shall have full power and exclusive
control over the Property and all employees, contractors or other persons employed in connection
with such development,redevelopment,use,operation or maintenance of the Property,subject only
to the limitations, obligations, standards, covenants, restrictions, controls and conditions set forth
in this Agreement, the Plan, the Rules and the Criteria, as any of them may be amended from time
to time.
(b) The Owner Participant shall indemnify,defend and hold harmless the Agency,
the City and their respective boards,commissions,councils,officers,officials,employees and agents
from any and all loss,liability,costs and damages(whether in contract,statute,tort or strict liability,
including without limitation death at any time,personal injury or property damage), and from any
and all suits and claims in law or equity(including attorneys' fees,court costs and legal expenses),
arising directly or indirectly out of or in any way connected with(i)any act,error or omission at any
time of the Owner Participant or any of its members,employees,contractors,subcontractors,lessees,
invitees, agents or representatives in connection with this Agreement, the Property or the
Improvements; (ii) any use at any time of the Property, the Improvements, the Agency Off-Site
Improvements, or any portion thereof by the Owner Participant or any of its members, employees,
contractors, subcontractors, lessees, invitees, agents or representatives; or (iii) the design,
construction,operation or maintenance at any time of the Improvements or any other portion thereof,
or any other improvements on the Property.
(c) Paragraph 12.(b) shall not apply to, and the Owner Participant shall not be
responsible for, any loss, liability, costs, damages, suits or claims caused solely by the active
negligence or willful misconduct of the Agency, the City, or any of their respective officials,
officers, employees,contractors or subcontractors acting within the scope of their authority.
13. (a) The full financial responsibility for curing, removing and eliminating any
hazardous materials present,brought onto,used,generated, stored, disposed of or discharged on,in
or under the Property or the Improvements at any time,by any person, in violation of federal, State
or local law shall rest with and be the obligation of the Owner Participant. The Owner Participant
hereby releases the Agency, the City and their respective boards, commissions, councils, officers,
officials, employees and agents from any such responsibility or obligation.
JP:OPA/Coast to Coast LLC 9 November 8,2001
(b) In addition to and without limitation on Section 12 or any other indemnity
obligations,the Owner Participant shall indemnify,hold harmless and defend the Agency,the City
and their respective boards, commissions, councils, officers, officials, employees and agents from
any and all loss, liabilities, costs, fines, penalties and damages that may be charged or claimed
against the Agency, the City or any of their respective boards, commissions, councils, officers,
officials, employees or agents and from any and all suits and claims in law or equity (including
attorneys' fees, court costs and legal expenses), arising from or in any way connected with the
presence,use, generation, storage,disposal or discharge of hazardous materials on, in or under the
Property or the Improvements at any time, by any person (other than one or more of the above
indemnitees), in violation of federal, State or local law.
(c) For purposes of this Agreement,"hazardous materials" shall include but not
be limited to substances defined as "hazardous substances," "hazardous materials" or "toxic
substances" in the Comprehensive Environmental Response, Compensation, and Liability Act of
1980,as amended(42 USC§§9601-9675);the Hazardous Materials Transportation Act,as amended
(49 USC §§ 1801-1819); the Resource Conservation and Recovery Act of 1976, as amended (42
USC§§6901-6992k);and any substance defined as"hazardous waste"in California Health&Safety
Code § 25117 or as"hazardous substance"in California Health &Safety Code § 25316; and in the
regulations adopted and publications issued under any of these laws.
14. The Owner Participant shall not assign, delegate, convey or otherwise transfer this
Agreement or any right, interest, duty or obligation hereunder without the Agency's prior written
consent. Subject to the preceding sentence, this Agreement shall be in full force and effect and be
binding on the parties and their respective heirs,successors and assigns,including members,lessees,
assignees,transferees and successors-in-interest of the Owner Participant, from the Effective Date.
15. Every conveyance of title to the Property or any portion thereof or interest therein
subsequent to the Effective Date, including leases and assignments, shall, in addition to any other
covenants,contain the following covenants,which shall be covenants running with the land and shall
bind the Owner Participant and its members, heirs, executors, administrators, assigns and lessees,
and all persons claiming under or through any of them:
(a) A covenant that the Owner Participant and its members, heirs, executors,
administrators, assigns and lessees of the Property or any portion thereof will and shall carry out the
development,redevelopment,use,operation and maintenance ofthe Property or part or parts thereof,
including but not limited to the Improvements, as provided in this Agreement and shall devote the
Property only to the uses specified in this Agreement, the Plan, the Rules and the Criteria, as
amended.
(b) A covenant that the Owner Participant and its members, heirs, executors,
administrators, assigns and lessees of the Property or any part thereof will adhere to and abide by
the provisions and clauses set out in Section 4 above.
JP:OPA/Coast to Coast LLC 10 November 8, 2001
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(c) A covenant that the Property,the Improvements and all other improvements
thereon shall be developed,redeveloped,used,operated and maintained in accordance with the uses
permitted by and the standards,covenants,restrictions,conditions,controls and regulations specified
in this Agreement, the Plan, the Rules and the Criteria, as amended, and shall not, in whole or in
part, be devoted to any other use or be used for any other purpose.
16. The provisions of this Agreement do not limit the right of obligees to foreclose or
otherwise enforce any mortgage, deed of trust or other encumbrance upon the Property,or the right
of obligees to pursue any remedies for the enforcement of any pledge or lien on the Property;
provided,however, that in the event there is a foreclosure sale under any mortgage,deed of trust or
other lien or encumbrance,or a sale pursuant to any power of sale in any such mortgage or deed of
trust, the purchasers at such sale, and their successors and assigns, and the Property shall be and
continue to be subject to all the conditions, covenants and restrictions of this Agreement, the Plan,
the Rules and the Criteria, as amended.
17. In the event that the Agency shall abandon the Plan, the Agency shall record a
suitable instrument terminating all obligations under this Agreement of the Owner Participant and
its heirs,executors,administrators,successors and assigns,and all persons claiming under or through
any of them.
18. All communications and notices required by or in conjunction with this Agreement
shall be in writing and shall be given by personal delivery or first-class U.S. Mail as follows:
To the Agency:
Redevelopment Agency of the City of Fresno
2344 Tulare Street, Suite 200
Fresno, CA 93721
Attention: Executive Director
To the Owner Participant:
Sylvesta M.Hall,President/Managing Member
Coast to Coast Petroleum, LLC
2331 Cromwell Avenue
Clovis, California 93611;
or to such other address or addressee as a party shall designate for itself in notice to the other party.
Notice by personal delivery shall be effective upon delivery. Notice by mail shall be effective upon
receipt or three calendar days after the postmark date, which ever is earlier.
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19. This Agreement may be amended only by a written instrument, signed by duly
authorized representatives of the Owner Participant and the Agency, after approval of such
amendment by the Agency's Board of Directors.
20. In the event either party hereunder commences legal action or arbitration to enforce
or interpret any provisions of this Agreement or any right, duty or obligation hereunder, the
prevailing party in such action or arbitration shall be entitled to recover from the losing party
reasonable attorney's fees, court costs and legal expenses in the amount determined by the court or
other tribunal having jurisdiction.
21. The provisions of this Agreement shall be interpreted and enforced,and the rights and
duties(both procedural and substantive)of the parties hereunder shall be determined, according to
California law.
111
JP:OPA/Coast to Coast LLC 12 November 8,2001
The Agency and the Owner Participant each acknowledge and represent that this Agreement
has been executed by such party or its duly authorized representative as of the Effective Date.
AGENCY: OWNER PARTICIPANT
REDEVELOPMENT AGENCY OF THE COAST TO COAST PETROLEUM,
CITY OF FRESNO LLC
ByVDaniel
By:
Fitzpatrick lvesta McQueV.,
Executive Director resident/Managing Member
(Proper Notarization Required on Above Signatures, only)
ATTEST: APPROVED AS TO FORM:
REBECCA KLISCH HILDA CANTO MONTOY
Ex Officio Clerk Ex Officio Attorney
Redevelopment Agency of the Redevelopment Agency of the
City of Fresno City of Fresno
d
By: By: z4L
Deputy Don O. Neufeld
Special Counsel
JP:OPA/Coast to Coast LLC 13 November 8, 2001
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of CALIFORNIA
County of FRESNO
On 1 ! 2002 before me, LOUIS J. STECK, NOTARY PUBLIC
Date 1 / Name and,of Officer(e.g.,'Jane Doe,Notary Public-)
personally appeared ���Xr!s ll cCi�� �' A /Y
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Name(s)of Signer(s)
❑personally known to me–OR–[proved to me on the basis of satisfactory evidence to be the person(s)
whose name(s)Ware subscribed to the within instrument
and acknowledged to me that he/she/they executed the
same in his/her/their authorized capacity(ies),and that by
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WITNESS my hand and official seal.
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Description of Attached Document
Title or Type of Document:
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
❑ Individual ❑ Individual
❑ Corporate Officer ❑ Corporate Officer
Title(s): Title(s):
❑ Partner—❑ Limited ❑General ❑ Partner—❑ Limited ❑General
❑ Attomey-in-Fact ❑ Attomey-in-Fact
❑ Trustee ❑ Trustee
❑ Guardian or Conservator ❑ Guardian or Conservator
❑ Other: Top of thumb here ❑ Other: Top of thumb here
Signer Is Representing: Signer Is Representing:
0 1994 National Notary Association•8236 Remmet Ave.,PO.Box 7184•Canoga Park,CA 91]09-7184 Prod.No.5907 Reorder Call Tdl-Free 1-800-87(1-6827
CLERK'S CERTIFICATION
STATE OF CALIFORNIA }
COUNTY OF FRESNO )
CITY OF FRESNO )
On January 17, 2002, before me, Elvia Sommerville, Deputy City Clerk,personally appeared
Daniel Fitzpatrick,Executive Director, known to me (or proved to me on the basis of
satisfactory evidence)to be the person(s) whose name(s) are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in his/her/their authorized
capacity(ies), and that by his/her/their signature(s) on the instrument(s) the person(s), or the
entity upon behalf of the Redevelopment Agency of the City of Fresno of which the person(s)
acted, executed the instrument.
WI7-NE55 my hand and official City Seal.
REBECCA E. KL15CH
Ex-Officio Clerk, Redevelopment Agency
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BY �Gl/Z.C1l J
Deputy
LEGAL DESCRIPTION - OPA PROPERTY
2615, 2619, 2625 and 2631 South Elm Avenue
The North 288.91 feet of the West 500 feet of Lot 72 of Fresno Colony, in the City
of Fresno, County of Fresno, State of California, according to the map recorded in Book
2 Page 8 of Maps, Fresno County Records. Excepting therefrom that portion of said land
more particularly described as follows:
Beginning at the Northwest corner of said Lot 72, being also on the North line of
Section 22, Township 14 South, Range 20 East, Mount Diablo Base and Meridian, at a
point which is 30.00 feet East of the Northwest corner of said Section 22;thence North 890
46' 00" East, along the North line of said Lot 72, being also along the North line of said
Section 22, a distance of 500.00 feet; thence South 00 02' 00" East, a distance of 60.00
feet; thence South 890 46' 00"West, parallel with the North line of said Lot 72, a distance
of 460.05 feet; thence Westerly and Southerly, along a tangent curve, concave to the
Southeast and having a radius of 15.00 feet,through an interior angle of 890 48'00"an arc
distance of 23.51 feet, to a point which is 23.51 feet, to a point which is 25.00 feet East of
the West line of said Lot 72; thence South 0° 02'00" East, along a tangent to the previous
described curve, and being also parallel with the West line of said Lot 72, a distance of
35.00 feet; thence South 890 46' 00" West, parallel with the North line of said Lot 72, a
distance of 25.00 feet, to the intersection with the West line of said Lot 72; thence North
00 02' 00"West, along the West line of said Lot 72, a distance of 110.00 feet, to the point
of beginning.
Exhibit A
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AGENCY FINANCING OBLIGATIONS
OFF-SITE IMPROVEMENTS
OFF-SITE IMPROVEMENTS
Relocation of City Bus Stop $ 1,250
Bore Sewers 9,000
Installation of Street Lights 15,000
Construction of Drive Approaches 4,000
Saw - Cut 500
Installation of Sidewalk 14,000
Wheel Chair Ramps 600
Installation of Storm Drainage Line 137,000
Total Agency Off-Site Improvements Costs $181,350
Provided the Owner Participant has timely acquired title to the Property and commenced the
Project, the Agency shall retain a contractor(s) to construct and install the above Agency Off-Site
Improvements pursuant to California Public Contract Code §§20688.1--20688.4 and applicable
provisions of the California Community Redevelopment Law(Health & Safety Code §§ 33000 et seq.)
and other federal, state and local laws, codes and ordinances. The terms and conditions of the
contract shall be determined separately by the Agency and such contractor;the Agency may, but shall
not be obligated to, consult with the Owner Participant on such terms and conditions. However, the
Agency shall cause the contractor to use best efforts to coordinate construction and installation of the
Agency Off-Site Improvements with construction and installation of the Owner Participant's
Improvements,to cooperate with the Owner Participant and his contractor(s) in such construction and
installation, to properly connect the Agency Off-Site Improvements with the Owner Participant's
Improvements, and to coordinate completion of the Agency Off-Site Improvements with construction
and installation of Owner Participant Improvements pursuant to the Schedule of Performance,attached
as Exhibit "E".
The Agency shall be responsible for making progress and final payments to the Agency's
contractor for installation and construction of Agency Off-Site Improvements in accordance with the
terms of its contract.
The Agency's obligations underthis Exhibit"C"or any other provision of the Owner Participation
Agreement are conditioned on the Owner Participant's satisfactory compliance with all its obligations
and agreements under the Owner Participation Agreement.
Exhibit C
JP:OPA/Coast to Coast LLC 16 November 8, 2001
AGENCY FINANCING OBLIGATIONS
PERMITS AND DEVELOPMENT FEES
PERMITS AND DEVELOPMENT FEES
School District Fees $5,974
Conditional Use Permit 6,884
Building Permits 30,000
Plan Check Fees 12,000
Water Meter Fees 8,332
Inspections/Certificates 1,500
Water Connection Fee 7,500
Sewer Connection Fee 16,806
City Fire Hydrant Installation Fees 12,600
Total Permits/Development Fees Costs $101,596
Exhibit D
JP:OPA/Coast to Coast LLC 17 November 8, 2001
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SCHEDULE OF PERFORMANCE
The subject project proposes the three-phased development of commercial retail and
service uses on approximately 2.5 acres at the southeast corner of South Elm and East
Jensen Avenues. The development components are scheduled as follows:
DESCRIPTION PERFORMANCE TIME(S)
Acquisition of Property 02-27-02
Phase 1: Construction of the mini-market and Commence Construction 03-29-02
service station canopy (2615 South Complete Construction 07-29-02
Elm Avenue) and automatic car wash
(2631 South Elm Avenue)with related
off-street parking and peripheral
landscaping on the westerly 252.00
feet of the project site.
Phase 2: Construction of the fast-food Commence Construction 10-28-02
restaurant (2619 South Elm Avenue) Complete Construction 10-28-03
with related off-street parking and
peripheral landscaping on the easterly
adjacent 188.00 feet of the project
Site.
Phase 3: Construction of the industrial shell Commence Construction 03-29-04
building (2625 South Elm Avenue) Complete Construction 08-11-04
with related parking and peripheral
landscaping on the easterly 105.00
feet of the project site.
Recordation of Release of Construction Covenant 08-21-04
Exhibit E
JP:OPA/Coast to Coast LLC 18 November 8, 2001
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