2010/02/23 City Council Resolution 2010-17RESOLUTION NO. 201047
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK APPROVING
A COOPERATION, PURCHASE AND SALE AGREEMENT WITH THE COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF ROHNERT PARK (CDC) FOR
ASSESSOR'S PARCEL NUMBER 045 - 082 -053 AND AUTHORIZING THE CITY MANAGER
TO EXECUTE THE AGREEMENT
WHEREAS, the City of Rohnert Park (City) owns certain real property located within the Redevelopment
Project area boundaries described as Assessor's Parcel Number 045- 082 -053 (Site), located on the west side of
Redwood Drive, immediately south of Wilfred Avenue:
WHEREAS, the City's General Plan has designated this site as Regional Commercial (C -R);
WHEREAS, on February 13, 2007, the CDC approved the issuance of tax allocation bonds which
provided non - housing bonds of $37 million (2007R Bond Series) and housing bonds (2007H Bond Series) of $27
million;
WHEREAS, the CDC desires to use 2007R Bond Series Proceeds to purchase the Site from City for
subsequent transfer that will further the economic goals of the CDC;
WHEREAS, the execution of the Cooperation, Purchase and Sale agreement is consistent with the CDC's
redevelopment plan and is consistent with the intended use of 2007R Bond Series proceeds; and
WHEREAS, the one hundred thirty thousand, five hundred dollar purchase price ($130,500.00) is within
the funding of the 2007R Bond Series proceeds.
NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Rohnert Park approves the
Cooperation, Reimbursement, and Purchase and Sale Agreement and authorizes its execution by the City Manager
in substantially the similar form currently of the agreement attached hereto and incorporated herein, subject to any
minor, clarify and /or conforming changes as may be approved by counsel.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized and directed to sign and
execute any and all documents necessary to complete the sale of the property.
DULY AND REGULARLY ADOPTED this 23rd day of February, 2010.
CITY OF ROHNERT PARK
Mayor
BELFORTE: AYE BREEZE: AYE CALLINAN: AYE MACKENZIE: AYE STAFFORD: AYE
AYES: (5) NOES: (0) ABSENT: (0) ABSTAIN: (0)
COOPERATION,
PURCHASE AND SALE AGREEMENT
(South -West of Wilfred Ave and Redwood Dr.)
This Cooperation, Purchase and Sale Agreement ( "Cooperation Agreement ") is
made and entered into on this day of , 2010 ( "Effective Date ") by and
between the Community Development Commission of the City of Rohnert Park, a public
body corporate and politic ( "Commission ") and the City of Rohnert P_ ark, a California
municipal corporation ( "City").
RECITALS
A. City has adopted the Rohnert Park Community Development Project
( "Redevelopment Project ") pursuant to the Redevelopment Plan therefor
adopted by Ordinance No. 479 of the City Council of City on July 14, 1987
( "Redevelopment Plan "), as amended, incorporated herein by reference.
B. City owns certain real property located within the Redevelopment Project area
boundaries at South of Wilfred Ave and West of Redwood Drive, Rohnert Park,
California, APN 045- 082 -053 as more particularly described in Exhibit A
attached hereto and incorporated by reference ( "Property "). The Property is
located in the Redevelopment Project Area.
C. Pursuant to section 33640 et seq. of the California Health and Safety Code,
Commission has issued Series 2007 Bonds, net proceeds of which ( "2007R Bond
Proceeds ") are anticipated to fund certain public improvements, including certain
housing projects, in the Project Area.
D. Commission desires to use the 2007R Bond Proceeds to purchase the Property
from City for subsequent transfer in furtherance of Redevelopment Plan goals and
in accordance with permitted uses of the 2007R Bond Proceeds.
E. Pursuant to their general powers and section 33220 of the California Health and
Safety Code, Commission and City desire to enter into this Cooperation
Agreement to cooperate in Commission's acquisition of the Property in
furtherance of the goals of the Redevelopment Plan, and to set forth the terms and
conditions of such acquisition.
AGREEMENT
1. Offer to Purchase; Acceptance. Commission hereby offers to purchase the
Property under the terms and conditions set forth in this Cooperation Agreement, and
City hereby accepts such offer.
2. Terms.
(a) Purchase Price. The purchase price for the Property shall be $130,500
( "Purchase Price "). The Purchase Price is based on the fair market value appraisal of
the Property prepared by The Crocker Company dated May 20, 2009 with a valuation
date of May 1, 2009. Attached hereto as Exhibit B and incorporated by reference are
appraisal excerpts which address the conclusion of value.
(b) Closing Costs. Closing costs shall be paid by Commission.
(c) Prorations. Prorations of assessments and other charges attributable to the
Property, if any, shall be prorated as of the Closing of Escrow based on a 365 -day year.
3. Escrow and Closing.
(a) Escrow Account. Commission has opened escrow number 249086
( "Escrow ") with Stewart Title Co. located at 1101 College Avenue, Suite 100, Santa
Rosa, CA 95404, (707) 526 -2000 (Attention: Patti Billing) ( "Escrow Holder ") for
conveyance of the Property to Commission.
(b) Title Report. Escrow Holder's title insurer ( "Title Company ") shall
deliver to each City and Commission a standard preliminary title report ( "Report ") with
respect to the title of the Property, together with legible copies of the documents
underlying the exceptions ( "Exceptions ") set forth in the Report. Commission shall have
the right to approve or disapprove the Report and any Exceptions.
(c) Escrow Deposits. In connection with the Escrow, Escrow Holder has
received or shall receive the following:
From Commission:
A. This Cooperation Agreement executed by all parties;
B. The Purchase Price in immediately available U.S. funds;
C. The Final Closing Statement (defined below);
D. An original Certificate of Acceptance duly executed on
behalf of Commission and acknowledged in the form of
Exhibit D;
E. Funds sufficient to pay recording costs, escrow fees, and
title insurance premiums pursuant to Section 2(b) hereof,
and
F. Funds sufficient to pay those prorations, taxes, and other
amounts chargeable to, or to be paid by, Commission
pursuant to Section 2(c) hereof.
►a
ii. From City:
A. A duly executed and acknowledged grant deed transferring
ownership of the Property to Commission ( "Grant Deed ")
in the form of Exhibit C;
B. Funds sufficient to pay those prorations, taxes, and other
amounts chargeable to, or to be paid by, City pursuant to
Section 2(c) hereof.
(d) Close of Escrow. Escrow shall close as soon as practicable after
satisfaction of the following conditions. If such conditions are not satisfied within 120
days after the Effective Date, Escrow Holder shall return all Escrow deposits to the
depositing party and Escrow shall be terminated, except as otherwise mutually agreed by
the parties.
i. Deposit into Escrow of the foregoing items;
ii. Written Commission approval of the Report and Exceptions;
iii. Satisfaction of both California Government Code section 65402
and the Surplus Lands Act (California Government Code §§ 54220 et seq.) (collectively,
"Government Code Sections "); and
iv. Satisfaction of other applicable laws and governmental
requirements.
(e) Title Insurance. Concurrently with recordation of the Grant Deed, Title
Company shall issue to Commission an CLTA owner's policy of title insurance ( "Title
Policy "), together with such endorsements as are reasonably requested by Commission,
in the amount of the Purchase Price and insuring that title to the Property is vested in
Commission. Escrow Holder shall provide Commission with a copy of the Title Policy.
(f) Escrow Instructions. This Cooperation Agreement shall serve as joint
escrow instructions. The parties may execute supplemental escrow instructions in
furtherance of this Cooperation Agreement.
4. Effectiveness. City must satisfy the Government Code Sections before any
portion of this Cooperation Agreement becomes fully effective, notwithstanding Council
approval of this Cooperation Agreement, or City's and /or Commission's signature hereto.
In addition, satisfaction of the Government Code Sections is a condition precedent to
execution of the Grant Deed and Close of Escrow. The purchase and sale transaction
contemplated under this Cooperation Agreement is categorically exempt from the
California Environmental Quality Act, California Public Resources Code sections 21000
et. seq. ( "CEQA ") pursuant to CEQA guidelines section 15312 (Surplus Government
Property Sales).
5. Commission and City Approvals and Actions. Whenever a reference is made
herein to an action or approval to be undertaken by Commission, the Executive Director
of Commission or his or her designee is authorized to act on behalf of Commission unless
specifically provided otherwise or the context should require otherwise. Whenever a
reference is made herein to an action or approval to be undertaken by the City, the City
Manager of the City or his/her designee is authorized to act on behalf of the City unless
specifically provided otherwise or the context should require otherwise. The City
Manager and Executive Director shall have the authority to issue waivers and /or enter
into amendments to this Cooperation Agreement on behalf of the City and Commission,
respectively, so long as such actions do not materially or substantially change the terms
of this Cooperation Agreement and such waivers and /or amendments may include
extensions of time to perform obligations hereunder. Any other material or substantive
waivers of or amendments to this Cooperation Agreement shall require the consideration,
action and written consent of the City and Commission.
6. Miscellaneous. This Cooperation Agreement is made and entered into in the
State of California and shall be interpreted, construed and enforced in accordance with
the laws of the State of California without reference to its choice of laws rules. If any
provision of this Cooperation Agreement is declared invalid or is unenforceable for any
reason, that provision shall be deleted from the document and shall not invalidate any
other provision contained in the Cooperation Agreement. The word "including" shall be
construed as if followed by the words "without limitation." This Cooperation Agreement
shall be interpreted as though prepared jointly by both parties. Nothing contained herein
nor any acts of the parties hereto shall be deemed or construed by the parties hereto, nor
by any third party, as creating the relationship of principal and agent or of partnership or
of joint venture by the parties hereto or any relationship other than the relationship of
City and Commission. Nothing herein is intended to create any third party benefit. Each
individual or entity executing this Cooperation Agreement represents and warrants that
he or she or it is duly authorized to execute and deliver this Cooperation Agreement on
behalf of his, her, or its respective party and that such execution is binding upon such
parry. The recitals to this Cooperation Agreement and all exhibits attached to this
Cooperation Agreement are hereby incorporated by reference as though fully restated
herein. This Cooperation Agreement contains the entire and final agreement between the
parties hereto, and contains all of the terms and conditions agreed upon, and no other
agreements, oral or otherwise, regarding the subject matter hereof shall be deemed to
exist or to bind the parties hereto, it being the intent of the parties that neither of them
shall be bound by any terms, conditions, or representations not herein written.
[Signatures follow on next page]
M
IN WITNESS WHEREOF, Commission and City have executed this Cooperation
Agreement as of the Effective Date.
Dated:
ATTEST:
Commission Secretary
APPROVED AS TO FORM:
General Counsel
Dated:
ATTEST:
COMMISSION:
COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF ROHNERT PARK, a public
body corporate and politic
By:_
Name
Dan Schwarz
Title: Interim Executive Director
[Signature must be notarized]
CITY:
THE CITY OF ROHNERT PARK, a California
municipal corporation
By:
Name: Dan Schwarz
Title: Interim City Manager
[Signature must be notarized]
City Clerk
APPROVED AS TO FORM: =
City Attorney
5
LEGAL DESCRIPTION OF PROPERTY
EXHIBIT A
LEGAL DESCRIPTION
APN 045- 082 -053
All that certain real property situate in the City of Rohnert Park, County of Sonoma, State of
California, being the lands of the CITY OF ROHNERT PARK, a Municipal Corporation,
described as TRACT TWO, PARCEL THREE in that certain Grant Deed recorded March 17,
1989 under Document Number 89023626, Sonoma County Records and being a portion of Willis
Avenue abandoned by that certain Resolution No. 91 -56, a resolution of the City Council of the
City of Rohnert Park, recorded October 3, 1991 under Document Number 1991 0098889,
Sonoma County Records; being more particularly described as follows:
Parcel 1
Commencing at a City monument marking the centerline intersection of Business Park Drive and
Redwood Drive (formerly South Santa Rosa Avenue) on the map of Rohnert Business Park
Subdivision recorded in Book 375 of Maps, Pages 10 and 11, Sonoma County Records; thence
from said Point of Commencement N 00 degrees 08' 49" E, along the centerline of South Santa
Rosa Avenue 8 1. 10 feet; thence N 89 degrees 51' 11" W, 20.00 feet to the westerly right of way
of South Santa Rosa Avenue; thence along said right of way N 00 degrees 08' 49" E, 349.35
feet; thence N 02 degrees 29' 15" E, 303.91 feet; thence N 04 degrees 08' 51" E, 425.27 feet;
thence N 00 degrees 09' 15" E, 710.92 to the northeast corner of the lands of North Bay
Properties, described in that certain Grant Deed recorded July 5, 1984 under Document Number
84045612, Sonoma County Records; thence N 89 degrees 34' 00" W, 476.31 feet; thence S 00
degrees 03' 49" W, 95.05 feet to the POINT OF BEGINNING being a point on a curve to the
left, having a radius point which bears N 74 degrees 37' 05" E, 551.00 feet and has an internal
angle of 12 degrees 56' 47 "; thence along said curve 124.50 feet; thence N 89 degrees 34' 00"
W, 46.38 feet; thence N 00 degrees 03' 49" E, 114.96 feet to the POINT OF BEGINNING.
Containing 0.05 acres, more or less.
Together with:
Parcel 2
All that portion of Willis Avenue abandoned by said Resolution No. 91 -56 lying east of the
centerline of said Willis Avenue and lying north of the westerly prolongation of the southerly
line of Parcel 1 described hereinabove being more particularly described as follows:
BEGINNING at the northeasterly corner of the hereinabove described Parcel 1, being a point on
the westerly right of way of Redwood Drive as said Redwood Drive is shown on that certain map
titled RECORD OF SURVEY OF REDWOOD DRIVE REALIGNMENT filed January 18, 1990
in Book 451 of Maps at Page 5, Sonoma County Records, being a point on a curve, concave to
the northeast, having a radius of 551.00 feet, to which point a radial line bears South
Page 1 of
74 °37'05 "West; thence northerly, along said curve and along said right of way, through a central
angle of 15 °28'59" an arc distance of 148.90 feet; thence continuing along said right of way,
North 00 106'04 "East, 10.00 feet to the northerly line of said portion of Willis Avenue; thence
leaving said right of way, along said northerly line, North 44 °53'56 "West, 0.15 feet to said
centerline of Willis Avenue; thence South 00 °03'49 "West, 272.04 feet to said westerly
prolongation; thence along said westerly prolongation South 89 °34' 00 "East, 20.00 feet to the
easterly right of way of said Willis Avenue; thence along said right of way North 00 °03'49"
East, 114.96 feet to the POINT OF BEGINNING.
Containing 0.08 acres, more or less.
NOTE: This legal description is compiled from record data and is not the result of a field survey.
Date: E /is/)a
Jonathan R. Olin LS 7590
Expires 3/31/10
End of Description
Page 2 of 2
EXHIBIT B
APPRAISAL EXCERPTS
Exhibit B
Redwood Drive (2 parcels)
Rohnert Park CA 94928
the crocker.company
PROPERTY SUMMARY AND CONCLUSIONS OF VALUE
GENERAL PROPERTY INFORMATION
► Property Type: Surplus property appraised as vacant commercial
land
► Location: Incorporated City of Rohnert Park
► Address: Redwood Drive
Rohnert Park CA 94928
► Assessor's Parcel Number: Parcel 9: 045 -081 -007
Parcel 2: 045 - 082 -053
► Site Area: Parcel 9: ±6,875 sf
Parcel 2: ±6,534 sf
► Zoning /General Plan: C -R: Regional Commercial
Regional Commercial
► Site Description: Th.e subject comprises two triangularly sh.a.ped
parcels situated west of Redwood Drive; Parcel 1 is
located north of Wilfred Avenue and Parcel 2 is
located south -of Wilfred Avenue.
► Improvements -As Is: The subject sites are improved with curbs and
gutters pursuant to City standards.
P. Current Use: Vacant land
► Highest and Best Use: The subject parcels are not independently
developable as is. Highest and best use is plottage
to adjacent property owners for uses consistent with
City of Rohnert Park zoning and land use policies,
INTEREST APPRAISED
OWNER OF RECORD
OPINION OF MARKET VALUE AS IS
EFFECTIVE DATES
► Date of Report:
► Date of Valuation /Inspection
APPRAISER
Fee simple
City of Rohnert Park
Parcel 9: $137,500
Parcel 2: $130,500
May 20, 2009
May 1, 2009
Ronald J. Crocker, MAI, SRA
09-9 99- 95(City of Rohnert Park/Vacant Surplus Commercial Property 2
Redwood Drive (2 parcels)
Rohnert Park CA S
the crocker.company
PROPERTY SUMMARY AND CONCLUSIONS OF VALUE
CONDITIONS OF VALUE
The concluded opinions of market value are conditioned on the standard Statement of
Assumptions and Limiting Conditions and Certification, attached, and the following special
conditions of value.
❑ The appraiser did not have an opportunity to review recent soils, hydrology or geotechnical
studies on the subject property. The concluded opinions of market value are predicated on the
extraordinary assumption thatthere are no soils, hydrology orgeotechnical constraints thatwould
adversely impact either the subject's utility and /or market value under the concluded highest and
best use.
❑ An Environmental Site Assessment (ESA) for the subject parcels was not provided for this
assignment. The concluded opinions of market value are predicated on the extraordinary
assumption that there exist neither on the subject nor surrounding properties any known or
unknown soils and /or groundwater contamination; toxic chemicals, toxic wastes, or toxic molds;
hazardous building materials and/or hazardous substance releases of any kind that would
adversely impact either the subject's utility and /or market.value under the concluded highest and
best use.
❑ No information was provided to the appraiser regarding the existence of disturbed seasonal
wetlands or endangered species on the subject parcels. The concluded opinions of market value
are predicated on the assumption that there are no wetlands /biotic resources, threatened or
endangered species on the subject or surrounding properties that would adversely impact the
subject's utility and /or market value under the concluded highest and best use.
❑ Material changes, if any, based on supplemental or amended data provided subsequent to the
effective valuation date of this report could potentially impact the concluded opinions of value. The
crocker.company expressly reserves the right to make such adjustments to the opinions of value
as may be required: following.review of such. data...
09- 919- 95(City of Rohnert Park/Vacant Surplus Commercial Properly 3
EXHIBIT C
GRANT DEED
[following two pages]
1090101v1B 80078/0022
Recording Requested by and
After Recordation Mail to:
Community Development Commission of the
City of Rohnert Park
130 Avram Avenue
Rohnert Park, CA 94928 -2486
Attention: Executive Director
This document is exempt from the payment of a recordingfee pursuant
to Government Code § 27383, and exempt from transfer tax per
Revenue & Transfer Code § 11922.
For valuable consideration, the receipt of which is hereby acknowledged, the
CITY OF ROHNERT PARK, a California municipal corporation hereby grants to the
Community Development Commission of the City of Rohnert Park, a public body
corporate and politic, the real property located in the City of Rohnert Park, California,
described in Attachment No. 1 attached hereto.
Dated: .2010
CITY OF ROHNERT PARK,
a California municipal corporation
By:
Print Name:
Its:
[Signature must be notarized]
City Attorney
ATTACHMENT NO. 1
LEGAL DESCRIPTION OF PROPERTY
Attachment No. 1
LEGAL DESCRIPTION
APN 045- 082 -053
All that certain real property situate in the City of Rohnert Park, County of Sonoma, State of
California, being the lands of the CITY OF ROHNERT PARK, a Municipal Corporation,
described as TRACT TWO, PARCEL THREE in that certain Grant Deed recorded March 17,
1989 under Document Number 89023626, Sonoma County Records and being a portion of Willis
Avenue abandoned by that certain Resolution No. 91 -56, a resolution of the City Council of the
City of Rohnert Park, recorded October 3, 1991 under Document Number 1991 0098889,
Sonoma County Records; being more particularly described as follows:
Parcel 1
Commencing at a City monument marking the centerline intersection of Business Park Drive and
Redwood Drive (formerly South Santa Rosa Avenue) on the map of Rohnert Business Park
Subdivision recorded in Book 375 of Maps, Pages 10 and 11, Sonoma County Records; thence
from said Point of Commencement N 00 degrees 08' 49" E, along the centerline of South Santa
Rosa Avenue 8 1. 10 feet; thence N 89 degrees 51' 11" W, 20.00 feet to the westerly right of way
of South Santa Rosa Avenue; thence along said right of way N 00 degrees 08' 49" E, 349.35
feet; thence N 02 degrees 29' 15" E, 303.91 feet; thence N 04 degrees 08' 51" E, 425.27 feet;
thence N 00 degrees 09' 15" E, 710.92 to the northeast corner of the lands of North Bay
Properties, described in that certain Grant Deed recorded July 5, 1984 under Document Number
84045612, Sonoma County Records; thence N 89 degrees 34' 00" W, 476.31 feet; thence S 00
degrees 03' 49" W, 95.05 feet to the POINT OF BEGINNING being a point on a curve to the
left, having a radius point which bears N 74 degrees 37' 05" E, 551.00 feet and has an internal
angle of 12 degrees 56' 47"; thence along said curve 124.50 feet; thence N 89 degrees 34' 00"
W, 46.38 feet; thence N 00 degrees 03'49" E, 114:96 feet to the POINT OF BEGINNING.
Containing 0.05 acres, more or less.
Together with:
Parcel 2
All that portion of Willis Avenue abandoned by said Resolution No. 91 -56 lying east of the
centerline of said Willis Avenue and lying north of the westerly prolongation of the southerly
line of Parcel 1 described hereinabove being more particularly described as follows:
BEGINNING at the northeasterly corner of the hereinabove described Parcel 1, being a point on
the westerly right of way of Redwood Drive as said Redwood Drive is shown on that certain map
titled RECORD OF SURVEY OF REDWOOD DRIVE REALIGNMENT filed January 18, 1990
in Book 451 of Maps at Page 5, Sonoma County Records, being a point on a curve, concave to
the northeast, having a radius of 551.00 feet, to which point a radial line bears South
Page Z of 2
74 °37'05 "West; thence northerly, along said curve and along said right of way, through a central
angle of 15 °28'59" an arc distance of 148.90 feet; thence continuing along said right of way;
North 00 006'04 "East, 10.00 feet to the northerly line of said portion of Willis Avenue; thence
leaving said right of way, along said northerly line, North 44 053'56 "West, 0.15 feet to said
centerline of Willis Avenue; thence South 00 °03'49 "West, 272.04 feet to said westerly
prolongation; thence along said westerly prolongation South 89 °34' 00 "East, 20.00 feet to the
easterly right of way of said Willis Avenue; thence along said right of way North 00 °03'49"
East, 114.96 feet to the POINT OF BEGINNING.
Containing 0.08 acres, more or less.
NOTE: This legal description is compiled from record data and is not the result of a field survey.
Date: I /IS /)Q
Jonathan R. Olin LS 7590
Expires 3/31/10
End of Description
Page 2 of 2
EXHIBIT D
CERTIFICATE OF ACCEPTANCE
Lfollowing one page]
CERTIFICATE OF ACCEPTANCE
This is to certify that the fee interest in real property conveyed by Grant Deed
dated , 2010, from the City of Rohnert Park, a California municipal
corporation, as grantor, to the Community Development Commission of the City of
Rohnert Park ( "Commission "), a public body corporate and politic, as grantee, is hereby
accepted pursuant to authority conferred by Resolution No. of the Commission
Board adopted on February 23, 2010, and the Commission, as grantee, consents to
recordation of said Grant Deed.
Date: , 2010
COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF ROHNERT PARK, a public body
corporate and politic
in
Name: Judy Hauff
Title: Commission Secretary