2006/09/26 City Council Resolution (8)RESOLUTION NO, 2006 -242
A RESOLUTION OF THE CITY OF ROHNERT PARK, CALIFORNIA, APPROVING
AMENDMENT NO. I TO THE PARKING LOT IMPROVEMENT AGREEMENT BY
AND BETWEEN THE CITY, THE COMMUNITY DEVELOPMENT COMMISSION
AND BURBANK HOUSING DEVELOPMENT CORPORATION
WHEREAS, on September 13, 2005, the City Council of the City of Rohnert Park
approved Resolution No. 2005 -289 approving a Parking Lot Improvement Agreement (the
"Agreement ") by and between the City, the Community Development Commission of the City of
Rohnert Park ( "CDC ") and Burbank Housing Development Corporation ( "BHDC ") for a "quid
pro quo" disposition of an existing Public Safety Parking Lot to BHDC for the Arbors project in
exchange for improvements to an adjacent City owned parcel for the development of a new Public
Safety Lot; and
WHEREAS, on September 13, 2005, the CDCRP approved Resolution No. 2005 -14
approving the Agreement; and
WHEREAS, the City has requested BHDC install in the new Public Safety Lot certain
improvements in addition to those required in the Agreement, and certain costs of the work
described in the Agreement exceeds the initial estimates; and
WHEREAS, BHDC is requesting additional funds not to exceed Two Hundred Eighty -
Five Thousand dollars ($285,000) to provide for the entire scope of the Public Safety
Improvements in excess of the "quid pro quo" amount identified in the Agreement; and
WHEREAS, the Agreement denies the issuance of certificates of occupancy for the
Project prior to the completion of the work required under the Agreement; and
WHEREAS, BHDC is requesting certificates of occupancy may be issued prior to
completion of the Parking Lot improvements; and
WHEREAS, the parties have prepared an amendment to the Agreement which provides
for up to an additional $285,000 of non - housing redevelopment funds for the Public Safety
Improvements and provides that the Developer may apply for certificates of occupancy of the
residential units prior to the completion of the Public Safety Improvements and provides for a requirement
that Developer provide performance bonds for the Public Safety Improvements.
NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Rohnert
Park hereby approves Amendment No. 1 to the Parking Lot Improvement Agreement By and
Between the City, the Community Development Commission, and Burbank Housing Development
Corporation; and
BE IT FURTHER RESOLVED, that the City Council of the City of Rohnert Park
hereby authorizes the City Manager to execute the Amendment on behalf of the City, in
substantially the form on file with the City Clerk, subject to any minor, technical, clarifying and
conforming changes that may be approved by the City Attorney.
DE IT FURTHER RESOLVED, that the City Council of the City of Rohnert Park
hereby authorizes the City Manager to execute the Agreement, negotiate future changes to the
Agreement, and execute any future Amendments necessitated by those changes.
DULY AND REGULARLY ADOPTED this 26h day of September, 2006.
ATTEST:
CITY COUNCIL,
OF THE CITY OF ROHNERT PARK
..... _.. _...
Mayor Tim Smith
BREEZE: AYE FLORES: AYE MACKENZIE: AYE VIDAK- MARTINEZ: ABSENT SMITH: AYE
AYES: (4) NOES: (0) ABSENT: (1) ABSTAIN: (0)
(2)
RECORDING REQUESTED By
AND WHEN RECORDED MAIL TO:
Community Development Commission
of the City of Rohnert Park
6750 Commerce Boulevard
Rohnert Park. California 94928
Attention: Executive Director
(Space Above This Line for Recorder's Use Onl))
Exempt from recording fee per Gov. Code § 27383.
AMENDMENT NO. I TO PARKING LOT IINIPRON'EAIENT AGREEMENT
THIS AMENDMENT NO.I TO PARKING I.OT IMPROVEMENT AGREEMENT
( "Amendment ") is made and entered into on this day of , 2006 ( "Effective
Date "), among ARBORS ROHNERT PARK L.P., a California limited partnership ( "Arbors "),
COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF ROHNER]- PARK, a public body
corporate and politic ( "Commission ") and THE CITY OF ROI -INERT PARK, a California municipal
corporation ( "City ").
RECITALS
A. Commission and Arbors' predecessor -in- interest; BURBANK HOUSING
DEVELOPMENT CORPORATION, a California non -profit public benefit corporation ( "Burbank "), have
executed an Affordable Housing and Loan Agreement ( "Affordable Housing Agreement ") dated for
identification purposes as of September 13, 2005, which provides, among other things, for Commission's
disposition to Burbank of that certain real property ( "Site ") located in the City of Rohnert Park, County of
Sonoma, State of California, Burbank's construction and installation of Improvements including affordable
housing and ancillary recreational, open space and parking uses, and appurtenant on -site and off -site
improvements (including certain Public Improvements, as defined in Affordable Housing Agreement
section 301.2).
B. Pursuant to the Affordable Housing Agreement, Burbank, Commission and City executed a
Parking Lot Improvement Agreement dated September 13, 2005 ( "Original Agreement "), a copy of which
was recorded in the official records of Sonoma County on September 30, 2005, as Instrument
No. 2005146308. Pursuant to the Original Agreement, Burbank agreed to construct, install and complete
certain improvements on the City Lot, as defined in the Original Agreement, and to furnish all labor and
materials in connection therewith. The City intends to use the City Lot for the parking of public safety and
other municipal vehicles in close proximity to the City of Rolinert Park Police Station. A legal description
of the City Lot ( "City Lot Legal Description ") is at Original Agreement Exhibit B -1, as well as at
Amendment Exhibit A, attached hereto and incorporated by reference.
C. Pursuant to that certain Assignment and Assumption Agreement dated September 29,
2005, Burbank assigned all of its rights and obligations under, among other things, the Affordable Housing
Agreement, and all attachments thereto (including the Original Agreement) to Arbors, and Arbors assumed
all of Burbank's rights, obligations, covenants, and agreements thereunder, and expressly agreed to be
bound by, and perform and observe all terms, covenants and conditions applicable to Burbank as if Arbors
had been the original "Developer" under those agreements. For purposes of this Amendment, all references
to "Developer" in such agreements and herein mean Arbors.
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949978v4B 80078/0022\
D. Pursuant to the Original Agreement, Developer is obligated to perform certain
improvements to the City Lol. as more particularly described in Original Agreement Exhibit C. The parties
desire to expand and clarify the scope of the Work, as set forth Amendment Exhibit B, attached hereto and
incorporated herein by reference, and to provide for related cost increases. As a result, the parties desire to
amend the Original Agreement to address those matters.
AGREEMENT
NOW, THEREFORE. in consideration of the faithful performance of the terms and conditions set
forth in the Original Agreement and this Amendment, and other good and valuable consideration, the
sufficiency of which is hereby acknowledged, the parties agree as follows:
Introduction
l .l Recitals. The foregoing recitals are incorporated by reference into this Amendment.
1.2 Purpose. The purpose of this Amendment is to expand the scope of the Work, clarify
Developer's obligations to perform the Work, and to address cost allocations and financing therefor.
1.3 Definitions. All terms and conditions of the Original Agreement and references to the
"Work" in both the Original Agreement and this Amendment shall include both the Work listed on Original
Agreement Exhibit C and Amendment Exhibit B. The definition "Plans" in the Original Agreement is
hereby amended to include Amendment Exhibit B. Capitalized terms not otherwise defined herein shall
have the meanings ascribed to such terms in the Affordable Housing Agreement.
2. Work
2.1 Financing. As set forth in the Original Agreement, including in the second paragraph of
Original Agreement Exhibit C, Developer's performance of the Work is intended to be a quid pro quo for
the transfer of the Burbank Lot. however, based on the expanded and clarified scope of the Work and
related cost increases, total Costs (defined below) are expected to be approximately Five Hundred Fifteen
Thousand Dollars ($515,000), as shown on the Public Safety Improvements Breakdown attached hereto as
Amendment Exhibit C and incorporated herein by reference. Developer shall pay the initial Two Hundred
Sixty Thousand Dollars ($260,000) of Costs ( "Developer Contribution "), with any expenditures subject to
Commission's review and approval, including as set forth in Amendment Section 2.2. Thereafter,
Commission shall reimburse Developer for those hard construction, engineering, and surveying costs
payable to third parties unaffiliated with Developer or its related entities ( "Costs ") for that increment of
Costs which reasonably exceeds the Developer Contribution, up to a total maximum Commission
contribution of' Two Hundred Eighty -Five Thousand Dollars ($285,000) ( "Commission Contribution "),
which amount includes a Thirty - Thousand Dollar ($30,000) contingency for change orders and similar
items requested by Commission (or by City through Commission) and unanticipated costs or cost increases.
All other expenses paid or incurred by Developer, including in connection with the design, construction and
installation of the Work and Developer's staff time and attorneys fees, any Costs in excess of the
Commission Contribution, shall be borne by Developer at its sole cost and expense.
2.2 Reporting and Invoicing. As a precondition to Commission providing all or any portion of
the Commission Contribution, Developer shall submit to Commission itemized and detailed statements,
together with evidence satisfactory to Commission, establishing Developer's actual expenditure of all of
the Developer Contribution. In addition, Developer shall submit monthly statements to Commission
itemizing those components of the Work performed, together with evidence satisfactory to Commission
which establishes Developer's actual Costs therefor and supports Developer's request for reimbursement
from the Commission Contribution. Commission shall have the right to audit DeveIoper's books and
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949978AB 80078/0022
records, at Commission offices, upon three (3) days prior request, in order to satisfy itself as to the Costs.
and Developer shall fully cooperate with Commission in that regard. Commission shall be entitled to
withhold ten percent (10 %) of the amount related to hard construction Costs under each invoice until all of
the Work has been accepted pursuant to Original Agreement section 3.
2.3 Completion Date. The second sentence of Original Agreement Exhibit D (Schedule of
Performance) is hereby revised to read as follows: "The completion date shall be no later than December
30, 2006 ( "Completion Date"), unless otherwise agreed to in writing by the parties. Developer
acknowledges and agrees that time is of the essence in this Agreement."
3. Permits
Original Agreement section 9.2 is hereby revised to read as follows: "Completion of the Work
shall not be a condition to the issuance of a certificate of occupancy for the Project. To provide additional
assurances to the City that the Work will be completed in compliance with all of the terms and conditions
of this Parking Agreement and the Affordable Housing Agreement, Developer or its contractor shall
provide bonds for the Work in accordance with Original Agreement section 4, which bonds shall contain
the express acknowledgement that the City Lot where the Work will be performed is located at the property
described in the City L.ot Legal Description and commonly known as 500 City Center Drive, which is a
location different from the Site where Developer is constructing the affordable housing hnprovements."
4. Original Agreement in Full Force and Effect
Except as specifically provided in this Amendment, all other terns of the Original Agreement shall
remain in full force and effect.
IN WITNESS WHEREOF, Commission, City and Developer have executed this Amendment No. 1
to Parking Lot Improvement Agreement as of the date hereinabove set forth.
DEVELOPER:
Dated: ARBORS RONNERT PARK L.P.,
a California limited partnership
By:
Name:
Title:
[Signature must be notarized)
By:
Name:
Title:
[Signature must be notarized]
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949978AB 80078/0022
COMMISSION:
COMMUNITY DEVELOPMT:NT COMMISSION OF
THE CITY OF ROHNERT PARK, a public body
corporate and politic
Dated: Tay:
Name:
Title: _
[Signature must be notarized/
ATTEST:
Commission Secretary
APPROVED AS TO FORM:
General Counsel
Dated:
U11
CITY:
THE CITY OF ROHNERT PARK, a California
municipal corporation
By: _
Name:
Title:
[Signature must be notarized]
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
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949978v4B 80078/0022
EXHIBIT A
CITY LOT LEGAL DESCRIPTION
[following page(s)]
949978AB 80018/0022
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EXHIBIT B
DESCRIPTION OF WORK
I . The Work is intended to render the City Lot appropriate and useable (according to City
standards and to the reasonable satisfaction of the City Engineer) for the parking of public safety
and other municipal vehicles. Costs for the Work shall be allocated as set forth in Amendment
section 2.1.
2. The Work shall be performed in conformance with the approved architectural and civil
drawings in reference to building permit plans 4BP2004- 0839C, 2005 -0083C / 0089C "The
Arbors" (including all comments, corrections, conditions, notes, addendums or expressed work as
approved) and all items as drawn and approved in reference to building permit plans #BP2006-
0232C "Rohnert Park Police & Fire Security Fencing, Gates and Sign" (including all comments,
correction, conditions, notes, addendums or expressed work as approved) and as defined in
Midstate COP #060.
3. lu addition to item 2 of this Exhibit B, the Work may also include the following
a. Public Safety Park Lot and modifications to existing east parking lot: Surveying,
grading, paving, site utilities, landscaping, irrigation, striping, signage, concrete, electrical,
lighting, conduit for surveillance cameras.
b. Security fencing, and gates and Sign wall: Surveying, site utilities, electrical,
inter -tie to existing utilities / building, concrete work, masonry, tree removal, lath and plaster,
cerarnic tile, chain link fencing, security fencing, gates, gate controllers, gate operators inter -tie to
security, sign and logo..
C. Street overlay: Asphalt grand and replace, excavate / repair under asphalt as
defined in Midstate COP #094 and COP #112.
d. Flag pole: New pole as defined in Midstate COP #096
949978AB 80078/0022
EXHIBIT C
PUBLIC SAFETY IMPROVEMENTS BREAKDOWN
[following __ page(s)]
949978AB 80078/0022
The Arbors
Public Safety Improvements Breakdown
(for accounting purposes only)
Parking Lot Work
9/15/06
Item Number
Description
Original Amount
New Amount
Previously
Billed
Current
Billed
Amount
%
Complete
101
General Conditions
6,232
6,232
103
Survey
953
953
105
Grade: Pave. Site Utilities
56,342
56.342
107
Landscaping & Irrigation
5,906
5,906
108
Striping & Si na e
1,200
1,200
109
Concrete
17,034
17,034
142
Owner Contingency/Parking Lot
10,000
10,000
143
G/L Liability Insurance
2,911
2,911
144
Performance Bond
1,125
1,125
145
OH & Profit
11,522
11,522
134
Lath & Plaster
8,500
8,500
135
Total
113,225
113,225
0%
Items 101, 103, 105, 107, 108. 109. 1427 143. 144: and 145 pertain primarily to the work of constructing the east parking lot which was not modified by the
revised R.P. Security Fencing: Gates and Sign drawings.
Security Fencing, Gates and Sign Work (including new street light work)
Item Number
Description
Original Amount
New Amount
Previously
Billed
Current
Billed
Amount
%
Complete
124
General Conditions
24,655
125
Survey
1,500
2,950
126
Tree Removal and Storm Drain
2,600
28,839
127
Grading
5,000
600
128
Metal Security Fence and Gates
30,934
46,019
129
Vinyl Coated Chaing Link Fence (8'H)
15,000
14,800
130
Drive Gate and Vehicle Loop
10,000
72,600
131
Concrete
9,300
17,084
132
Reinforcing Steel
In item 131
133
Masonry
10,549
13,529
134
Lath & Plaster
8,500
8,500
135
Scratch Coat under Tile @ sin RFI
1,500
1,500
136
Ceramic Tile Inc $4 /s.f. the allowance
4,094
5,587
137
Si na e & Logo Allowance
10,000
5,802
138
Electrical
14,165
112,515
139
Overhead and Profit 4.75%
10,984
140
Liability Insurance 1.20%
2,775
141
Performance Bond
2,275
Total
123,142
370,414
-
0%
Items 124 -141 have been modified for the work outlined in the R.P. Security Fencing, Gates and Sign drawings, reference Midstate Proposal 060.
City Street Lights
Item Number
Description
Original Amount
New Amount
Previously
Billed
Current
Billed
Amount
%
Complete
In Item 125
Survey
600
In Item 138
Service Conduit
2,400
In Item 138
Street Lights
18,352
In Item 127
Spoils Removal
600
Total
-
21,352
This breakdown for the City Street Light work reflects amount of Midstate Proposal #60 attributed to City Street Lights in front of The Arbors. Amount to be
deducted from Public Safety Improvement budget as it relates to the housing portion of The Arbors project.
Added Street Overlay
Item Number .
Description
Original Amount
New Amount
Previously
Billed
Billed
Current Amount
%
Complete
150
Proposed Added Overlay
35,609
152
Petromat Fabric Under Overlay
2,160
Total
6,041
#DIV /0!
Total
37,769
#DIV /0!
Item 150 & 152 has been added to reflect the cost of the proposed additional street grinding and overlay work, reference Midstate Proposals 094 and 112.
When evaluating this proposal please consider the following: the asphalt market is very unstable with regular material cost increases; the work required to
perform plug and patch work is not completely quantifiable (it is an unknown condition); no one will reimburse the paving contractor if they have cost overruns
New Flagpole
Item Number
Description
Original Amount
New Amount
Previously
Billed Current
Billed
Amount
%
Complete
151
New Flagpole
6,041
Total
6,041
#DIV /0!
Item 151 has been added to reflect the additional cost of the proposed new flagpole, reference Midstate Proposal 096. The $750 credit offered in the
correspondence from John Benward Co dated 6 -16 -06 was offered if the existing flagpole was not to be removed, it does not offset any costs included in
Midstate COP 096.
Summary of Public Safety Costs:
East Parking Lot Work
Security Fencing, Gates and Sign Work (Proposal 060)
Deduct cost for Streetlights in front of Arbors
Street Overlay Work (Proposal 094 &112)
Flagpole (Proposal 096)
Contingency
Total
$113,225
$370,414
- $21,352
$37,769
$6,041
$8,000
$514,097