2019/07/23 City Council Resolution 2019-092 RESOLUTION NO.2019-092
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK
AUTHORIZING AND APPROVING A REIMBURSEMENT PAYMENT IN THE
AMOUNT OF$286,180 AND AN AGREEMENT REGARDING REIMBURSEMENT
UNDER DISPOSITION AND DEVELOPMENT AGREEMENT AND
ACKNOWLEDGING DISCHARGE OF CITY OBLIGATIONS
WHEREAS, the City of Rohnert Park, a California municipal corporation ("City"), and
Costco Wholesale Corporation, a Washington Corporation("Developer") entered into that
certain Disposition and Development Agreement("Development Agreement"), dated November
27, 2001; and
WHEREAS,Developer has completed the construction of a storm drain system from the
southwesterly corner of the Costco property to and including an outfall in Hinebaugh Creek, and
a traffic signal and other improvements installed at the intersection of Redwood Drive and
Martin Avenue in accordance with the plans and specifications for the work and have requested
the City to accept the work; and
WHEREAS,Section 4.1 LA. Intersection Improvements and Section 4.11.C. Drainage
Facilities of the Development Agreement sets forth that Developer is entitled to reimbursement
of the costs from developers of other properties and that the City agrees to impose such
reimbursement obligation as a condition of approval of such property, and to be reimbursed to
Developer(the"Reimbursement Payment"); and
WHEREAS, City has reviewed and audited Developer's final cost accounting and agrees
that the actual costs incurred by developer are $453,644.00, and that$286,180.00 are costs that
should be reimbursed to Costco as the amount of the Reimbursement Payment.
WHEREAS, City wishes to remit the Reimbursement Payment to the Developer and for
the Developer to acknowledge receipt of the Reimbursement Payment and fully discharge the
City of reimbursement obligations under the Development Agreement.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rohnert
Park as follows:
1. The City Council hereby approves a reimbursement payment to Developer in the
amount of$286,180.00 to meet City's obligations under Sections 4.11 (A) and(C) of the
Development Agreement, consisting of$244,547.00 from the Stadium Lands development, and
$41,633.00 from Fairfield Inn and Suites.
2. The City Manager is hereby authorized to enter into an Agreement Regarding
Reimbursement Under Disposition and Development Agreement and Acknowledging Discharge
of City Obligations, in substantially similar form to Exhibit A, subject to minor modifications by
the City Manager and approved by the City Attorney, and which is attached to this Resolution
and incorporated by this reference.
3. The Finance Director is authorized and directed to take the actions necessary to amend
budgets and appropriate funds to reimburse Developer for construction of improvements as
pursuant to Development Agreement.
DULY AND REGULARLY ADOPTED this 23rd day of July,2019.
CITY OF ROHNERT PARK
((J�
Gina Be rt , ayor
ATTEST:
CIOL-- 111
Anne M. Buergler, City Clerk
Attachments: Exhibit A
ADAMS: MACKENZIE: STAFFORD:.R CALLINAN: r 1UIr- BELFORTE: e
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Resolution 2019-092
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EXHIBIT A TO RESOLUTION NO. 2019-092
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City of Rohnert Park
130 Avram Avenue
Rohnert Park, CA 94928-2486
Attn: City Clerk
THE AREA ABOVE IS RESERVED FOR RECORDER'S USE
Exempt from Recording Fee per Gov't Code section 27383
AGREEMENT REGARDING REIMBURSEMENT
UNDER DISPOSITION AND DEVELOPMENT AGREEMENT AND
ACKNOWLEDGING DISCHARGE OF CITY OBLIGATIONS
This Agreement Regarding Reimbursement Under Disposition and Development Agreement
and Acknowledging Discharge of City Obligations (the "Agreement") is entered into as of
, 20_, by the City of Rohnert Park, a California municipal corporation ("City"), and
Costco Wholesale Corporation, a Washington corporation ("Developer").
RECITALS
A. City and Developer entered into that certain Disposition and Development Agreement
("Development Agreement"), dated November 27, 2001 .
B. City certified in that certain Notice of Completion, dated and recorded
on as Instrument No. in the Official Records of Sonoma County, California,
that Developer completed construction of all things required of Developer in accordance with
provisions of the Section 4. 11 Certain Improvements to be Constructed by Costco in the Development
Agreement.
C. Section 4. 11.A. Intersection Improvements and Section 4. 11.C. Drainage Facilities of
the Development Agreement sets forth that Developer is entitled to reimbursement of the costs from
developers of other properties and that the City agrees to impose such reimbursement obligation as a
condition of approval of such property, and to be reimbursed to Developer (the "Reimbursement
Payment").
D. City has reviewed and audited Developer's final cost accounting and agrees that the
actual costs incurred by developer are $453,644.00, and that $286, 180.00 is the amount that should
be reimbursed to Costco as the amount of the Reimbursement Payment.
E. City desires to remit the Reimbursement Payment to the Developer and for the
Developer to acknowledge that upon City's payment of the Reimbursement Payment, the City is fully
discharged its reimbursement obligations under the Development Agreement.
NOW, THEREFORE, City and Developer hereby agree as follows:
1 . Reimbursement. City agrees to pay Developer the total Reimbursement Payment in the
amount of Two Hundred Eighty Six Thousand, One Hundred Eighty Dollars ($286, 180) in accordance
with the terms of the Development Agreement.
2. Reimbursement Obligation Discharged; Waiver and Release. Developer agrees and
acknowledges that upon City's payment of the Reimbursement Payment, the City's obligations under
Section 4.11 (A) and (C) of the Development Agreement are fully discharged and the City has no
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EXHIBIT A TO RESOLUTION NO. 2019-092
remaining reimbursement obligation to the Developer. As of the date of City's payment hereunder,
Developer does hereby fully, unconditionally and completely waive, release and discharge the City
and its officials, officers, employees and agents, from any and all claims, actions, causes of action,
demands, damages, costs, liabilities, expenses (including attorneys'fees)and compensation, of any
kind or nature, arising from the reimbursement obligations set forth in Sections 4.11(A)and (C)of the
Development Agreement.
3. Authority. The undersigned represent and warrant that they have the full capacity, right,
power and authority to execute, and deliver this Acknowledgement and all required actions, consents
and approvals therefor have been duly taken and obtained.
IN WITNESS WHEREOF,the undersigned duly executed this Agreement as of the date set
forth above.
CITY:
CITY OF ROHNERT PARK, a California
municipal corporation
By:
Darrin Jenkins, City Manager
ATTEST:
By:
JoAnne Buergler, City Clerk
APPROVED AS TO FORM:
By:
City Attorney
DEVELOPER:
COSTCO WHOLESALE CORPORATION,
a Washington corporation
By:
Name:
Its:
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EXHIBIT A TO RESOLUTION NO. 2019-092
ACKNOWLEDGMENTS
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
COUNTY OF )
On 20_before me, ,Notary Public,
personally appeared ,who proved to me on
the basis of satisfactory evidence to be the person(s)whose name(s) is/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 the person(s),
or the entity upon behalf of which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: (seal)
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document.
STATE OF CALIFORNIA )
COUNTY OF )
On 20_before me, ,Notary Public,
personally appeared ,who proved to me on
the basis of satisfactory evidence to be the person(s)whose name(s) is/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 the person(s),
or the entity upon behalf of which the person(s)acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature: (seal)
Acknowledgment