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RESOLUTION NO. 5366
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ARCADIA, CALIFORNIA, APPROVING AMENDMENT NO. 1 TO
THAT CERTAIN DISPOSITION AND DEVELOPMENT
AGREEMENT BY AND BETWEEN THE ARCADIA
REDEVELOPMENT AGENCY AND STANLEY W. GRIBBLE AND
ASSOCIATES, AND RECOMMENDING THE. ADOPTION OF A
NEGATIVE DECLARATION WITH REGARD THERETO
WHEREAS,
the City Council of the City of Arcadia,
California (the "City Council") has approved and adopted the
Redevelopment Plan of the Central Redevelopment Project, as amended
(the "Redevelopment Plan"); and
WHEREAS, in accordance with the terms and provisions of the
Redevelopment Plan, the Arcadia Redevelopment Agency (the "Agency")
and Stanley W. Gribble and Associates, a sole proprietorship (the
"Developer") have entered into a certain Disposition and Development
Agreement by and between the Agency and the Developer dated May 6,
1986 (the "Agreement"), pursuant to which the Developer shall
acquire from the Agency and thereafter develop certain real property
located on the south side of east Huntington Drive between the
separated grade railroad crossing and 5th Avenue in the Central
Redevelopment Project (the "property"); and
WHEREAS, pursuant to the Agreement, the Developer is
required to construct on the Property a mixed use commercial
complex, appurtenant improvements, landscaping and vehicle parking
facilities (the "Project"); and
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5366
WHEREAS, following the execution of the Agreement, the
Developer has proposed that the scope of development and description
of the Project be modified in certain respects; and
WHEREAS, the Agency and the Developer have prepared
Amendment No. I to the Agreement ("Amendment No.1"), a copy of
which is attached hereto as Exhibit "A" and is incorporated herein
by reference, pursuant to which, among other matters, the scope and
development and description of the project, and the schedule of
performance of certain obligations, have been modified from that set
forth in the Agreement; and
WHEREAS, at the time of the adoption of the Redevelopment
Plan, the City Council and the Agency duly approved and adopted an
Environmental Impact Report concerning the Redevelopment Plan, in
accordance with the requirements of the California Environmental
Quality Act of 1970, as amended ("CEQA"); and
WHEREAS, at the time of the approval of the Agreement, the
Agency duly approved and adopted an Environmental Impact Report
concerning the Proj ect, together with an Addendum thereto and a
Statement of Overriding Considerations, in accordance with the
requirements of CEQA; and
WHEREAS, the Agency Staff has prepared an Initial Study of
the Project as set forth in Amendment No.1, in accordance with the
provisions of CEQA and based upon the Initial Study, the Agency
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5366
Staff has prepared a Negative Declaration (the "Negative
Declaration") regarding Amendment No. I, a copy of which is attached
hereto as Exhibit "B" and is incorporated herein by reference, in
accordance with the requirements of CEQA: and
WHEREAS, the Project, as amended, as set forth in Amendment
No. 1 falls within the analysis, findings, determinations.
mitigation measures and parameters of the Environmental Impact
Report concerning the Redevelopment Plan and the Environmental
Impact Report, together with the Addendum thereto and Statement of
Overriding Considerations, concerning the Agreement, as heretofore
adopted; and
(
WHEREAS, there is no substantial or other evidence that
changes in the Project, as amended, as set forth in Amendment No.1,
may have a significant effect upon the environment; and
WHEREAS, the Agency Staff has prepared a certain report
(the "Report"), a copy of which is attached hereto as Exhibit "C"
and is incorporated herein by reference, which summarizes certain
costs to the Agency of Amendment No.1, as required by Health and
Safety Code Section 33433: and
WHEREAS, the city Council and the Agency have duly
conducted a joint public hearing, pursuant to Health and Safety Code
sections 33431 and 33433, concerning the proposed adoption of
Amendment No. 1 and concerning the proposed adoption of the Negative
Declaration: and
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5366
WHEREAS, it is reasonable and appropriate for the City
Counci 1 to recommend to the Agency the approva I of Amendment No, 1
and the Negative Declaration based upon the evidence and testimony
presented to the City Council at the public hearing.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARCADIA
DOES HEREBY RESOLVE AS FOLLOWS:
Section 1.
are true and correct.
The facts set forth in the Recitals hereof
Section 2. The City Council hereby finds and determines
that the project, as amended, as set forth in Amendment No. 1
attached hereto as Exhibit "A" and incorporated herein by reference,
falls within the analysis, findings, determinations, mitigation
measures and parameters of the Environmental Impact Report
concerning the Redevelopment Plan and the Environmental Impact
Report, together with the Addendum thereto and Statement of
Overriding Considerations, concerning the Agreement, as heretofore
adopted.
Section 3.. The City Council hereby further finds and
determines that changes in the Project, as amended, as set forth in
Amendment No.1, will not have a significant effect upon the
environment, and the City Council hereby recommends that the Agency
approve and adopt the Negative Declaration, a copy of which is set
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forth in Exhibit "B" attached hereto and incorporated herein by
reference.
Section 4.
The City Council hereby accepts and approves
the Report, a copy of which is attached hereto as Exhibit "CO and is
incorporated herein by reference.
Section 5.
The
City
Council
hereby
ratifies
and
incorporates herein by reference any and all
findings and
determinations of the City Council as set forth in that certain
Resolution No. 5297 of the City Council adopted on May 6, 1986
approving the Agreement, and the City Council hereby finds and
determines that the findings and determinations set forth in said
Resolution are applicable to Amendment No.1.
Section 6.
The City Counci I hereby approves Amendment
NO, 1, and the City Council hereby authorizes the sale of the
Property by the Agency to the Developer in accordance with the
Agreement, as amended.
Section 7.
This Resolution shall take effect upon
adoption.
PASSED,
APPROVED AND ADOPTED this ilth day of August,
. xdd~ ~~~-
'Mayor of the City of
Arcadia, California
1987.
~fk~.
city Clerk of the
City of Arcadia, California
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5366
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
CITY OF ARCADIA
)
) ss.
)
I, CHRISTINE VAN MAANEN, City Clerk of the City of Arcadia,
California, hereby certify that the foregoing Resolution No. 5366
was passed and adopted by the City Council of the City of Arcadia,
signed by the Mayor and attested to by the City Clerk at a regular
meeting of said City Council on the 4th day of August , 1987, and that
said Resolution was adopted by the following vote, to wit:
AYES:
Councilmembers Chandler, Harbicht, Lojeski,
Gilb
None
Young and
NOES:
(.~~~
City of Arcadia, California
ABSENT: None
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5366
.
O/--/c)J~o)::::'0 . l?-~O-'F?7-
ARCA0007-19/0401a/sf
07/09/87
RECORDING REQUESTED BY:
ARCADIA REDVELOPMENT AGENCY
m~~~~W[@
'JUL 1 5 1987
VffiEN RECORDED MAIL TO:
Arcadia Redevelopment Agency
240 West Huntington Drive
Arcadia, California 91006
Are&:iia ~e:1"elo~,.;t '~"!"I
(Space above for Recorder's use)
AMENDMENT NO. 1 TO
DEVELOPMENT AGREEMENT BY
REDEVELOPMENT AGENCY AND
ASSOCIATES
THE DISPOSITION AND
AND BETWEEN THE ARCADIA
STANLEY W. GRIBBLE AND
This Amendment No.1 ("Amendment No.1") is entered into by
and between the Arcadi a Redeve lopment Agency ("Agency" ), a public
:body, corporate and politic, of the State of California, and Stanley
W. Gribble and Associates, a sole proprietorship ("Developer"), with
reference to that certain Disposition and Development Agreement (the
"Agreement") by and between the Agency and the Developer dated
May 6, 1986.
RECITALS .
WHEREAS, the Agreement currently provides that the
Developer shall develop the Site, as defined in the Agreement, in
accordan=e with th~ Scope of Develop~ent and the ~ite P~an set forth
in Attachments 2a and 2b of the Agreement: and
WHEREAS, following the execution of the Agreement, the
Developer entered into negotiations with potential users of the
. Site, and such users require certain modifications and revisions to
the Scope of Development and the Site Plan in order to accommodate
proposed uses of the Site; and
WHEREAS, the Developer and the Agency desire and intend
that the approval of a subdivision map for the Front Parcel and the
approval and recordation of a declaration of covenants, conditions
and restrictions applicable to the Site, as provided in Section
3.01(1) of the Agreement, be postponed until a date no later than
the date of issuance of the first Certificate of Completion for the
Site: and
'WHEREAS, in accordance with the terms and provlslons of the
Agreement, the Developer desires and intends to assign the rights
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Exhibit "A"
5g(pb .
and obligations of the Developer under the Agreement to Arcadia
Gateway Centre Associates, LTD., a California limited partnership
(the "Successor Developer"), and the Developer represents and
warrants that such an assignment (the "Assignment") will conform
with the requirements set forth in Section 1.06 of the Agreement, as
amended herein; and .
WHEREAS, the Developer represents and warrants that at the
time of the Assignment, the Successor Developer will be a California
limited partnership in good standing which will then have been duly
organized and will then be in all respects lawfUlly transacting
business within the State of California; and
WHEREAS, the parties desire and intend to amend the
Agreement in certain other respects: and
WHEREAS, it is reasonable and appropriate for the parties
t~ amend the Agreement in accordance with this Amendment No.1.
NOW, THEREFORE, in consideration of the mutual covenants,
terms and provisions set forth hereinafter, the parties hereto agree
to amend subject !)isposition and Development Agreement as follows:
Section 1. The Recitals
incorporated herein by reference.
set forth hereinabove are
Section 2. Section 2.09 of the Agreement is amended by
deleting therefrom as a condition to the close of escrow the
approval and recordation of a subdivision map for the Front Parcel,
as defined in the Agreement, and the approval by the Agency and/or
the 'City, as applicable, and the recordation, of an executed
declaration of convenants, conditions and restrictions applicable to
the Site, as otherwise provided in Section 3.01(1) of the Agreement.
S.~ll.2.n...1. As a cond!.tion prc.cedent tc the iS~:.l":l,=e by
the Agency of the First Certificate of Completion applicable to the
Site pursuant to the Agreement, the Developer (a) shall submit to
the City and shall obtain the approval by the City and, if
necessary, the County of Los Angeles, of a subdivision map
. applicable to the Front Parcel, as defined in the Agreement, and
(b) shall submit to the City and/or the Agency, as applicable, shall
receive the approval of such body and shall record an executed
declaration of covenants, conditions and restrictions applicable to
the Site, as provided in Section .3.01 (l) of the Agreement. The
Developer shall solely be responsible for compliance with any and
all conditions of approval of any such subdivision map described
herein. Notwithstanding any provision set forth herein to the
contrary, the Developer shall obtain approval of, and shall record,
any and. all subdivision maps applicable to the Site, as defined in
the Agreement, no later than five (5) years fOllowing the date of
the close of escrow for the conveyance of real property by the
Agency to the Developer pursuant to the Agreement. The Agency shall
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use its best efforts to cause the City not to impose unreasonable
conditions upon the ~pproval of a subdivision map applicable to the
Site, as defined in the Agreement.
Section 4.
therefrom Attachments
Attachments 2a and 2b
herein by reference.
The Agreement is further amended by deleting
2a and 2b, and by substituting therefor
(Revised) . attached hereto and incorporated
Section 5. The Schedule of Performance set forth in
Attachment 3 to the Agreement is amended by deleting the time
requirements set forth under Items 14 and 17 thereof, and by
substituting deadlines consistent with Section 3 of this Amendment
No.1.
Section 6. The Developer represents, warrants and
agrees that the Developer or Stanley W. Gribble, an individual,
shall either (I) be and remain a general partner of the Successor
Developer, or (2) own and retain a voting and equity interest in the
Successor Developer equal to more than fifty percent (50%) of the
voting interests and of the equity interests comprising the
Successor Developer. The foregoing representation, warranty and
agreement shall be deemed to apply only until the issuance of the
last remaining Certificate of Completion for the Site, The
requirements of Section 1.06 of the Agreement concerning the
Assignment shall be deemed to have been satisfied by the Developer
upon the receipt by the Executive Director of the Agency of (a) a
written agreement executed by the Developer and the Successor
Developer pursuant to which the Developer assigns to the Successor
Developer, and the Successor Developer accepts the assignment from
the' Developer of, any and all rights and obligations of the
Developer under the Agreement and any and all interests of the
Developer in the Agreement, and (b) any other notice and
documentation concerning the assignment as required by Section 1.06
~: the Ag,eement, ar am~ndcd. Thereafter, wherever ~te term
"Developer" appears in the Agreement, it shall be deemed to be
applicable solely to the Successor Developer, and the Agency agrees
thereafter to look solely to the Successor Developer for performance
of the obligations of the Developer under the Agreement,
section '1.. The second paragraph of Section 1.06 of the
Agreement is hereby amended by deleting therefrom the phrase "as to
Parcels C and D and the Rear Parcel", and the last paragraph of
Section 1.06 of the Agreement is hereby amended to read in its
entirety as follows:
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53{P (0
"The parties understand and agr~e that the initial
individual partners in the Successor Developer shall
include the Developer, or Stanley W, Gribble, an
individual, and may include one or more of the
following current agents or employees of the Devefoper
or Stanley W. Gribble: Dale F. Allyn, Robert P.
Jersey and George Grosso. Notwithstanding any
provision to the contrary herein, the following
actions may be undertaken without the prior approval
of the Agency: (i) the initial individual partners in
the Successor Developer may transfer their interests
to other such initial partners of the Successor
Developer, subject to the covenants and conditions set
forth in Section 6 of Amendment No. 1 to the
Agreement; and (ii) the Successor Developer may bring
in new partners solely for purposes of obtaining
financing for the project; provided, however, that all
such new partners admitted following the date of the
Agreement, in the aggregate, do not have a majority
voting and/or an equity interest; and further
provided, however, that the provisions of Section 3.05
of the Agreement shall be applicable hereto. The
Developer shall provide to the Agency notice and all
documentation pertinent to any assignment, transfer or
entry of new or addi tional partners wi thin ten (10)
calendar days following the completion of such
assignment, transfer or entry."
Section a. The first paragraph of Section 2.02 of the
Agreement is amended to read in its entirety as follows:
"Section 2.02. Developer's Purchase Price. As part of
the purchase price for the Site (the "Purchase
Price"), the De'leloper Sh311 pay to the Ager.cy :)11 or
before the close of escrow and by means of the escrow
hereunder an initial disposition price (the "Initial
Disposi tion Price") for the purchase of the Site in
th~ amount of Five Million Eight Hundred Eleven
Thousand Three Hundred Thirty-Nine Dollars
($5,811,339), which is calculated based upon a sales
price of Fourteen Dollars and Sixty-Five Cents
'($14.65) per square foot of the Site."
The first sentence of the second paragraph of Section 2.02
is amended by deleting therefrom the words "applicable to that
portion of the Site in which the Dedicated Area is located."
Section 9. Section 2..09 of the Agreement is amended by
deleting therefrom (a) Condition No, 9 as a condition for the close
of escrow subject to satisfaction or waiver by the Developer, and
(b) Condition No, 3 as a condition for the close of escrow subj ect
to satisfaction or waiver by the Agency.
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63(Pf,t,
Section 10.
Agreement is amended
"Performance" the words
Subsection (b) of'
by adding thereto
"and Site Plan."
Section 6.07
fOllowing
of
the
the
word
Section 11. The second paragraph of Section 3.04 of the
Agreement is amended to read in its entirety as follows:
Notwithstanding any provision herein to the contrary,
the Agency shall not withhold approval of the sale or
ground lease prior to the issuance of a Certificate of
Completion therefor of the Rear Parcel or Parcels C
and D, as shown on the map set forth in Attachment 2b,
or in lieu of the Rear Parcel, all or any portion of
Parcel A, if the purchaser or ground lessee of said
Parcels, as applicable, meets the cri teri a heretofore
set forth in this Section 3.04 for leases to
prospective tenants and otherwise is, in the case of
the Rear Parcel or Parcel A, a reputable and
recognized first-class developer and builder and/or
user/operator of office improvements and in the case
of Parcels C and D, is a first-class restaurant or
financial institution operation: provided, however,
that not more than one' (1) parcel of Parcels C and D
shall be used for purposes of a financial institution:
and further provided, however, that any and all such
purchasers or ground lessees shall be reputable and
well-recognized and shall have the financial standing
and ability to meet the obligations set forth herein
for the development and completion of construction of
that portion of the Project applicable to their
Parcels: and further provided, however, that in the
event of a sale of anyone or more of the Rear Parcel,
Parcel A and Parcels C and D, the purchaser(s) thereof
agree in writing with the Agency to assume any and all
rights and obligations of the Developer under this
Agreement with respect to said Parcels, as
applicable, The Agency shall not withhold approval of
the sale of the Rear Parcel (Parcel E) to Cigna or
Holiday Health Spa, or of all or any portion of
Parcel A to anyone or more of the fOllowing: the
Automobile Association of America, Pacific Bell and
Metropolitan Life Insurance Company."
Section 12, The Developer and the Agency agree that in
the event that the escrow for the conveyance of the entire Site to
the Developer does not close on or before September 15, 1987, then
the Agency shall convey the Rear Parcel (Parcel E) to the Developer
by means of a separate escrow which shall close on or before
September 15, 1987, The Developer shall pay to the Agency upon the
close of any such escrow for the Rear Parcl (Parcel E) as the
purchase price therefor a sum of money equal to the prOduct of the
number of square feet comprising the Rear Parcel (Parcel E), less
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63(pjo
Dedicated Areas, as defined in the Agreement, multiplied by Fourteen
Dollars and Sixty-Five Cents ($14.65). Except insofar as such terms
and provisions are inconsistent with this Section 12, the remaining
terms and provisions set forth in Article II of the Agreement shall
apply to the escrow for the disposition of the Rea~ Parcel
(Parcel E) pursuant to this Section 12.
Section 13. Subsection A of Attachment "8-1" is amended
to read in its entirety as follows:
"A. Initial Disposition Price
The parties understand and agree that the total
Initial Disposition Price to be paid by the Developer
to the Agency shall be the sum of Five Million Eight
Hundred Eleven Thousand Three Hundred Thirty-Nine
Dollars ($5,811,339.00), subject to certain reductions
applicable to Dedicated Areas as set forth in
Section 2.02 of this Agreement. Notwithstanding the
foregoing, and for purposes of the Calculation of
Adjustment of Initial Disposition Price and the Total
Purchase Price as set forth in this Attachment "8",
the, Initial Disposition Price to be paid by the
Developer to the Agency for the Front Parcel shall be
deemed to be Four Million Six Hundred Twenty-Seven
Thousand Eight Hundred Fourteen Dollars
($4,627,814.00) ($16.00 per square foot), and the
Initial Disposition Price to be paid by the Developer
to the Agency for the Rear Parcel shall be deemed to
be One Million One Hundred Eighty-Three Thousand Five
Hundred Twenty-Five Dollars ($1,183,525.00) ($11.00
per square foot)."
Section 14. The Agency and the :)evelope: here!.>}' agree
that neither party shall be deemed to be in default of any term or
provision of the Agreement due solely to the failure of anyone or
more of the parties to deliver documents or funds to the escrow or
for the escrow to close by the date originally set forth in the
Schedule of 'Performance (Attachment 3) of the Agreement, or as of
the date of execution of this Amendment No.1, The Agency and the
Developer further agree that the Schedule of Performance
(Attachment 3) is hereby amended by deleting Items 19 through the
end of the Schedule of Performance, ,and by substituting therefor the
following:
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53&fp
"19. Site Clearance: escrow closes
20. Developer submits revised site
plan, concept elevations, tenant
list, financing plan, all as
appropriate, and preliminary
building plans for at least
one parcel
21. Developer pulls permits,
begins construction
22.
Completion of Construction on
Parcel B
23. Completion of Construction on
Parcels A, C, D, and E
Cumulatill
Approval of DDA to close of Escrow
Close of escrow to completion of
construction of all phases
TOTAL
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August 31, 1987
wi thin 90 days
of Step 19
above
Within
days
Step 19
Within
days
Step 19
483 days
730 days
180
of
above.
400
of
above.
Within 18
months of
Step 21
above
1213 days (3,3 years)"
~fo
Section~
used interchangeablj
wherever they are used
The terms "Rear Parcel" and "Parcel E" are
and shall be deemed to have the same meaning
in the Agreement and in this Amendment No.1.
Section 16. The Developer shall provide to the .Agency on
or before August 4, 1987, written evidence satisfactory to the
Agency Counsel, that the Developer and the issuer of the Letter of
credit, pursuant to Section 2.04 of the Agreement, have extended the
terms and provisions of the Letter of Credit to and including
November 1, 1987,
Section 17. Except as
Agreement shall continue in full
reaffirmed by the parties.
expressly
force and
amended hereby, the
effect and is hereby
IN WITNESS WHEREOF, the parties hereto have duly executed
this Amendment No. I as of the dates set forth below.
Da
/;<,~ff7
ARCADIA REDEVELOPMENT AGENCY
BY'~"
(SEAL)
r
.~~
Agency Secretary
APPROVED AS TO FORM:
l!J;!d ~l1",rn~
Agency General Counsel
APPROVED AS TO FORM:,
s~sE ~
a Professional Corporation
Agency Special Counsel
STANLEY W. GRIBBLE AND ASSOCIATES,
a sole proprietorship
Date:
0Yh7
By:
~~~
Stanley W. Gribble
(All Signatures Must Be Notarized)
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6:3~0
STATE OF CALIFORNIA l
) ss.
COUNTY OF LOS ANGELES )
On August 12 , 19 87, before me, the undersigned,
a Notary Public in and for-siid State, personally appeared
Charles E. Gilb , known to me to be the Chairman
of the ARCADIA REDEVELOPMENT AGENCY, the public agency that
executed the within instrument and known to me to be the person
who executed the within instrument on behalf of said Agency,
and acknowledged to me that said Agency executed the within
instrument pursuant to its by-laws or a resolution of its
members.
WITNESS my hand and official seal.
OFFICIAL SEAL
~ CINDY L. ROWE
~' ~)' Notary Pubhc.Callform8
. .. '$ 'b l Principal Office In
, :;:;: Los Anrcle$ County
. . My Comm. [,po reb 13.1988
...........................
~~~
(sJ.giaturel
r-~~; 13 I?ff
My CornmissJ.on Expires:
68&&
STATE OF CALIFORNIA
)
)
)
ss.
COUNTY OF
On this /41}- day of n.l. / 1987, before me,
the undersigned, a Notary Public .in itd(for said County and State,
personally appeared Stanley W. Gribble personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person
that executed the within instrument on behalf of Stanley W, Gribble
and Associates, a sole proprietorship, and aCknowledged to me that
he executed the within instrument.
(SEAL)
~~~....
53(Pfp
SCOPE OF DEVELOPMENT
The Site shall be developed as a mixed-use commercial
complex consisting of retail, office and restaurant uses and
possibly health club, financial and/or research and development
uses, all as described herein," Structures on the Site shall
generally be located as shown on the Site Plan in Attachment 2b as
amended. The parcels on the Site may be developed in accordance
with this Agreement but sUbject to the requirements of the Zoning
Ordinance of the City and any variances or modifications therefrom
as approved by the City.
The Developer may, at its option, vary the size of the
structures on each parcel: provided, however, that the total area of
office, financial and research and development uses on the Site
shall be a minimum of 96,000 square feet and a maximum of 155,000
square feet; the total area of retail uses on the Site shall be a
minimum of 26,000 square feet and a maximum of 30,000 square feet;
the total area of restaurant uses on the Site shall be a minimum of
12,000 square feet and a maximum of 16, 000 square feet: and the
total area of financial institution uses on the Site, other than
financial operations containing solely office uses, shall be a
maximum of 5,000 square feet. In lieu of an equal amount of office
or research and development uses, the Developer may develop health
club uses up to a maximum of 45,000 square feet. The total area of
all uses on the Site, exclusive of parking structures, shall not
exceed 198,000 square feet.
Nothing contained herein shall prohibit an increase in the
maximum area of uses to be developed on the Site, subject to
compliance with any and all requirements of CEQA at the cost and
expense solely of the Developer: provided, however, that the
Developer shall have the obligation and responsibility, solely at
its co~t and expense, to con~truct and install any and all on anJ
off-si te uti li ty improvements which are di rectly and solely
attributable to the increase above 198,000 square feet, in the
aggregate, of uses permitted on the Site, and on-site
parking/traffic improvements which are required in order to provide
service for such increased area within uses on the Site. The Agency
shall cooperate with the Developer for purposes of compliance with
any and all such requirements of CEQA and processing of
parking/traffic revisions.
The Site shall contain a minimum of two (2) first class
quality restaurants on Parcels C & D, an office building or research
and development office building on Parcel E or, in lieu thereof, a
health club thereon, an office building or two (2) office buildings
on Parcel A and a parking structure sufficient to support the
buildings on Parcels A and E. The height of the structures on the
Site may vary from those heights set forth in this Attachment 2, as
amended, at the option of the Developer: provided, however, that no
structure shall exceed five (5) stories in height; and further
provided, however, that at least one of the bui Idings on Parcel A
Attachment "2a"
63&&
shall have a minimum of three (3) stories.' The Agency prefers that
the tallest and largest structures will be located on the rear of
the Site and the Developer shall make a good faith effort to do so.
In lieu of purely and solely office uses on the Rear Parcel, the
Developer may, at its option, construct on the Rear Parcel research
and development uses or a health club subject to the prior approval
by the City of a Conditional Use Permit therefor: provided, however,
that any and all such research and development uses shall consist of
a high technology research and development use which utilizes a
skilled and professional work force, is clean and non-polluting, and
is located within a structure of which at least twenty-five percent
(25%) of the space is office related.
Possible development of the Site may take the form of one
of the following examples, by way of illustration only:
Example No.1:
.
Parcel A: A four (4) story structure containing
approximately 86,000 square feet of office uses plus a parking
structure containing sufficient parking to meet the Developer's
parking obligations for the Site as generally set forth in this
Attachment 2, as amended.
Parcel B:
(a small amount
Parcels A and E).
Approximately 26,500 square feet of retail uses
of service related retail could be located on
Parcel C:
Restaurant use of approximately 7,200 square
feet;
Parcel D:
Restaurant use of approximately 5,800 square
feet.
Rear Parcel (Parcel F): A two (2) story structure
containing approximately 46,000 square feet of office uses or a
health club, plus a parking structure containing sufficient parking
to meet the Developer's parking obligations for the Site as
generally set forth in this Attachment 2, as amended.
Example No.2:
Parcel A: A five (5) story structure, on approximately the
same footprint as in Alternative No. I, containing approximately
100,000 square feet of office uses, plus a parking structure
containing sufficient parking to meet the Developer's parking
obligations for the Site as generally set forth in this Attachment
2, as amended.
Parcels B, C, D: Uses are the same as Example No. 1 above.
Rear Parcel (Parcel E) : A
containing approximately 55,000 square
development uses or a health club, plus,
two (2) story structure
feet of research and
if required, a parking
53&fp
structure containing sufficient parking .to meet the Developer'S
parking obligations' for the Site as generally set forth in this
Attachment 2, as amended.
The Project shall include on-site parking in accordance
with applicable City of Arcadia (the "City") regulations; provided
that a modification or variance .therefrom may be approved by the
City, in its discretion, taking into consideration traffic and
parking studies performed by the City and/or by a consultant
selected or approved by the City, The Developer shall design all
structures, landscaping and parking areas to achieve a high degree
of attractiveness and compatibility with the Site. and area in which
the Site is located. The Developer acknowledges and agrees with the
Agency's desire to enhance the physical appearance of the Central
Redevelopment Project Area and the easterly entrance to the City and
shall design, construct and maintain attractive buildings,
structures, signs, landscaping, parking areas and other improvements
tbat have a consistent theme and architectural style, and which meet
the requirements of the Redevelopment Plan, the General Plan of the
City, the City's Zoning Ordinance and any and all building standards
and requirements of the City. The architecture, design and quality
of materials used in the development of the Southland Bank building
on the corner of Huntington Drive and Fifth Avenue adjacent to the
Site shall be deemed to be an acceptable standard to the Agency for
purposes of the development of the Project on the Site.
The Developer at its cost and expense shall undertake and
complete any and all soils and drainage studies, plans and reports
pertinent to the development of the Site and shall promptly provide
a copy of said studies and reports to the Agency.
The Developer shall construct at its cost and expense any
and all off-site improvements set forth in this Attachment 2 in
accordance with any and all standards, specifications and
requirements of the City: provided, however, that the Agency shall
construct and install at the cost and expense of the Agency a
traffic signal or signals at one (I) main intersection west of the
Southland Bank building on Huntington Drive adjacent to the Site at
approximately the mid-point between Second Avenue and Fifth Avenue,
and the Agency shall cause the City to complete the construction and
installation of the Second Avenue/Duarte relief sewer; and further
provided that the Agency shall be responsible for payment of any and
all costs applicable to the off-site improvements to be constructed
by the Developer hereunder in excess of Fifty Thousand Dollars
($50,000), exclusive of traffic signal(s) at the intersection of
Huntington Drive and Fifth Avenue which shall be the responsibility
solely and separately of the Developer to construct and install and
exclusive of offsite improvements which are directly and solely
attributable to the increase, if any, above 198,000 square feet, in
the aggregate, of uses permitted on the Site,
The Agency shall in good f ai th use its best efforts to
cause the City to vacate any and all streets located on the Si te
prior to the close of the escrow. The Agency shall cooperate in
53 &/0
good faith with the Developer for the purpose of assisting the
Developer in obtaining any and all approvals from Santa Fe Southern
pacific Railroad Company for the installation of landscaping on or
along the railroad right-of-way adjacent to the Site.
The Agency shall provide or cause to be provided at its
cost and expense demolition, site"clearance and site' preparation as
described herein. The description of such items herein is for the
purpose of establishing general guidelines to assist the parties
in the preparation of plans and specifications. Any and all plans
and specifications, when approved by the parties as provided in the
Agreement. shall take into consideration the w.ork which is the
obligation of the Agency.
All improvements to be constructed by the Agency and/or the
City and the Developer shall be constructed or installed in
accordance with the technical specifications, standards and
pLactices of the City and in accordance with plans and
specifications approved by the City.
The Agency shall at its cost and expense be responsible for
the following:
A. Demolition. Site Clearance and Site Preparation.
1. Demolition and removal of all existing on-site buildings,
streets, pavements. walks, curbs, gutters, swale, trees
(except for those trees located on the west side of Fifth
Avenue in the City of Monrovia and any other trees mutually
agreed to be retained), landscaping and other improvements,
inCluding utility lines and poles, in accordance with the
soils engineer's recommendations.
2. Rough grading and compaction of the Site consistent with
C'u:-rent topography with compaction to eighty :;:>ercent (80'%)
including, in accordance with the soils engineer's
recommendations, the excavation, filling and compaction of
all subsurface structures including by way of illustration,
but not limited to, tanks, basements, cesspools and the
like.
The. Developer shall at its cost and expense be responsible
for the following:
B. Off-Site Improvements,
1. The improvement of Huntington Drive within existing
rights-of-way allowing appropriate ingress and egress to
and from the Project in accordance with the recommendations
of the City's traffic engineer and Caltrans,
2.
Construction of street
sidewalks, traffic signals
the Agency is responsible
improvements, curbs, gutters,
(other than the signal for whiCh
hereunder) and landscaping in and
53~1p
along Fifth Avenue and along the' south side of Huntington
Drive as required by the City, Caltrans and the City of
Monrovia.
I
.
i
,
t
;
3.
Relocation and replacement of street lighting on Huntington
Drive and Fifth Avenue as may be required by the City,
Caltrans and the City of Monrovia.
,
,
.
,
I
.
i
j
.f
4. The retention and maintenance of existing trees on the west
side of Fifth Avenue along the boundary of the Site in the
City of Monrovia.
I
The Agency represents and warrants that telephone/utility
mains exist adjacent to the Site of the capacity shown and
approximately at the location as shown in the City Utility Location
Map attached hereto as Attachment 8. The Developer shall be
responsible for causing at its cost and expense the relocation of
any and all utility easements on the Site.
The Developer shall cooperate with the Agency, the City and
any developer or users of any redevelopment project which may be
undertaken north of the Site on Huntington Drive in order to permit
the adoption and operation of a commuter ride-sharing program or
other energy reducing transportation programs; provided, however,
that the costs thereof to the Developer shall not exceed the sum of
Five Thousand Dollars ($5,000).
i
It is understood and agreed by the parties that the
Developer's responsibility to pay for costs for the construction and
installation of all off-site improvements (other than the
construction and installation of a traffic signal(s) or improvements
to existing traffic signals at the intersection of Huntington Drive
and Fifth Avenue, which shall be the responsibility solely and
separately of the Developer to install and construct and exclusive
of ofhite improvements which are directly anti solely attributabJ.e
to the increase, if any, above 198,000 square feet, in the
aggregate, of uses permitted on the Site) including but not limited
to, overhead, architectural and engineering costs; permits and
governmenta 1. fees; printing, lega I and loan costs; interim interest.
costs: and actual construction costs shall not exceed Fifty Thousand
Dollars ($50,000). In the event that the total costs for such
off-site improvements exceed Fifty Thousand Dollars ($50,000), the
Agency shall pay to Developer any and all sums in excess thereof
following the completion of applicable portions of said off-site
improvements within thirty (30) calendar days following submission
by the Developer to the Agency of copies of all invoices received
and payments made by the Developer prior to that time concerni.ng all
off-site improvements which are the obligation of the Developer to
complete hereunder. '
68&0
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l-
LL
LL
OffICE BUILDING
RETAIL SHOPS
RESTAURANT
. IIESTAURAHT
.' . . OffiCE R"n.DING /
BB,DDD SF
25,000 Sf
7,200 SF
5,BOO SF
45,300 SF
17 1,300 SF
BID STALLS
enW~IDJ
PARCEL A
PARCEL 8
PARCEL C
PARCEL 0
PARCEL E
TOTAL
PARKING PROVIDED
, .
'JUl 1 5 1987
Ar:l:l!il Relf"efllj:;li:lll ...;;;.
The number of square feet, number of
parking stalls, sizes and nature of tel
ancies and improvements shown is'tenta
and sub1ect to change in' accordance wi
Attachment 2A to the DDA.
~-~-Hm+tB
.~IlIlCU .
.1r:TAIL
".000 QU,
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IOIlTtUMD ....Nlt
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N)T A PARr
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HUNTINGTON DRIVE
ARCADI
GATEWAY
CENTRE
SITE PLAN
E
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o 40 a.
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-----1
.'
File No.
CALIFORNIA ENVIRONMENTAL QUALITY ACT
NEGATIVE DECLARATION
CITY OF ARCADIA, CALIFORNIA
A. Description of project: A mixed-use project consisting of two restau-
rants, two office buildings, and retail shopping. (This Negative
Declaration is being filed due to change of the original Site plan.
Based on the attached initial study, no significant changes were
found. )
8. Location of project: South side of Huntington Drive between Second
Avenue and Fifth Avenue, Arcadia, California.
C. Name of applicant or sponsor: Stanley W. Gribble & Associates
D. Finding: This project will have no significant effect upon the
environment within the meaning of the California Environmental
Quality Act of 1970 for the reasons set forth in the attached
Initial Study.
E. Mitigation measures, if any, included in the project to avoid
potentially significant effects:
See attachment to Environmental Checklist (Initial Study)
"
February 17, 1987
I~~
Signature
Date:
Date Posted:
N/A
Asst. City Mgr. for Economic Development
Title
Exhibit "B"
5g&<o
~-
File No.
ENVIRONMENTAL CHECKLIST FORM
Amendment to Original EIR Certified by Arcadia City Council, 5/6/86
A. BACXGJlOUND
1. NIIIIlll of Proponent Stanley W. Gribble, Inc.
2. Address and Phone lI1mber of Proponent 1600 Dove St., Suite 130,
Newport Beach, CA 92660, (714) 752-2540
B. ENVIJlClNHEN'1'AL IMPACTS
(E:lp1anations of 1111 .yes. and "maybe. lID_rs are required on attached sheets.)
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. (Signature)
oJ
58~f,o
':
Amendment to Ori inal EIR Certified b Arcadia Cit Council 5/6/86
Assessment of Proposed Revised Gribble Site Plan. dated 12 18 86
Attachment to ENVIRONMENTAL CHECKLIST FORM - File No.
Proponent: Stanley W. Gribble & Associates
(South Side Project)
Explanations of all "yes" and "maybe" answers to Section B. ENVIRONMENTAL
IMPACTS.
B-I) C. Site is presently flat. Significant fill may have to be
provided and compacted to meet building code requirements.
B-3) b. Site at present is not completely paved. proposal will
call for such, reducing absorption and increasing runoff.
Drainage pattern may be altered to accommodate runoff. Pro-
ject will be designed and constructed to resolve disposal of
the runoff.
c. Alteration of drainage pattern may affect course of flood
waters. The project will be designed and constructed to re-
solve flows and disposal of the runoff.
B-12) Four single-family houses will be eliminated, and a motel
which may have some long term tenants will be eliminated.
Sufficient affordable owner-renter housing is available within
three to five miles of this site. Agency relocation benefits
will assist in the relocation process.
B-13) a. Proposed uses are more intense and are oriented to access
by automobiles. The EIR for the Beck Retail Center, and the
Traffic and Parking Impact Analysis for Huntington South Side
Development Project state that Huntington Drive can accommo-
date the uses and traffic flows (October, 1985) as does the
January, 1987 analysis of the Revised Site Plan/Proforma by
Barton Aschman.
b. New parking will be required and is provided for in the
proposal and the revised proposal.
c. Traffic along Huntington Drive will be increased but peak
hours/times will not significantly affect traffic.
d. Access points to the site will be at a signalized inter-
section between Second and Fifth Avenues.
f. This is a possibility, but should be able to be mitigated
during the design and implementation stages.
B-14) a. New hydrants and increases in water pressure will be
provided in a manner conforming to City codes.
58&~
B-14) continued
c. Continuation High School will be relocated by the Arcadia
Unified School District with Agency assistance.
B-16) c. Water systems with increased capacity will be designed
and constructed to meet additional demand resulting from this
project, as necessary.
e. Drainage pattern may have to be altered. Paving of most
of the site will increase and potentially concentrate runoff.
Project will be designed and constructed to resolve this prob-
lem.
C) The following documents were reviewed in completing this Form:
EIR for the Central Redevelopment Project, Arcadia Redevelop-
ment Agency by: City of Arcadia - November, 1973
EIR - East Huntington Drive Redevelopment Area by: Beland/
Associates, Inc. - December, 1980
Final Supplemental EIR - Proposed Office Structure by: Beland/
Associates, Inc. - March, 1982
Draft EIR - Arcadia Financial Center by: Donald A. Cotton
Associates, Inc. - May, 1984
Traffic Impact Analysis for Arcadia Target Store by: Barton-
Aschman Associates, Inc. - July, 1984
Final EIR - Beck Retail Center by: The Planning Center -
November, 1984
Draft Traffic and Parking Impact Analysis for Huntington South
Side Development Project by: Barton-Aschman Associates, Inc.
- October, 1985 and analysis of revised Site Plan/Proforma -
January, 1987.
- Screen Draft Environmental Impact Report on the North Side
(Emkay) project by Atlantis Scientific - January, 1987.
NOTE: The original project was reviewed by the City of Arcadia and
Arcadia Redevelopment Agency (lead agency). The Environmental
Impact Report prepared by The Planning Center and Barton Aschman
Associates was certified and the Disposition and Development
Agreement (DDA) was approved May 6, 1986.
This proposed revision to the previously approved Site Plan,
Proforma and to the DDA has been submitted by Stanley W.
Gribble & Associates. This Environmental checklist has been
prepared to assess the impact of the revised Site Plan and
-2-
63~b
. .'
Proforma. The revised Site Plan moves two restaurant pads
and the retail shop building closer to East Huntington Drive.
In addition, it places the two office pads to the rear of the
site. One of the office buildings (Parcel E) may become a
medical use.
All significant impacts caused by the
Proforma have been considered in this
ment particularly possible impacts in
parking and drainage.
-3-
revised Site Plan and
environmental assess-
traffic circulation,
63&~
.'
.
ru. .0.
1E"""",~ffiT
~!.~ \J :;.J,
ENVIRONME:N'l'AL INFORMATION FORM
JAN 7 l~SS
A. applloan~'....., Stanley W. Gribble & Associates
.f~.:;i.i ~~,:r:!:.;:':,.:.: I.;: J~r
~aal 1600 Dove Street, Suite 130, Newport Beach. CA 92660 .
.. Prcperty Addzaaa (tocaU~11 South Side of Huntinaton Drive between Second Avenue
and Fifth Avenue. Arcadia. California
e. GIJl.~.leI llaalpaUClftI -f.lanned Dl!veloDml!nt Area-1 <fI2:ll
D. loDe Cua1flcaUCllII
Commercial Planned Development (CPD-1)
&. '10.-.15 11.. (State exaeUy wbat 111' 18 b1:lnc!d fw tM PftIPerty, ~.... cype,.
aet191U.a, Ill;llo)tIDm~11
Our DroDosal calls for a mixed use of the property of ap~roximatelY 13~000 square
feet of two restaurants. two office structures Of approxlmately 108,00 -150.000 .
sauare feet. and retail of a~Droximatl!lY 26.000 s,uare feet. This mixed use would
entail the construction of flve structures. two 0 WhlCh would be the free-standing
restaurant uses, two office buildin s and one retail buildin. A develo ent of
lS ype wou crea e approxlma e y - new JO s or e res auran an re ail
alone. The office. of course, would depend upon the size of each individual user.
J' . Iqlaare J'ootap of 81 ta 1
396.830 Sauare.Feet
G. Iqv,ue rootave of Zz1at1ll9 Bu11d.i.zapl
1. ':0 _...01 ~ I None
2. !o Be. ..151 Approximately 105.000 Square Feet
+
.. IqD,an J'ootap .of ... ...0"'4"91' 149.000 to 171,000 - Square Feet
I. IqD,an J'ooUfI of ..But ]"'4ap co be tled fWI
. '"
1. C-n:1a1 k't1vlU", All structures
2. lDd_tri&l k't1v1U", None
3. ....la!1111t.1&1 k't1'riU", None
Jlmlber of 1ID1ta I
J. CD a ..panta atie~, de.c:r1be ~ toUaw1Ilfl
1. ~ ~t&1 a.tUft9 of the proj.ct a1te u 1~ ulata.
2. ~ pus ~..d a1U1ra~ona co U. p~.et alta.
_ _OIIAlpiI II.JIrnY
"'.....4h4..
9861 L N\fr
,,?~,~&~~;]~fdl,l)3 ~/"
s. ~.. IIl4 dne1.opment of U. allrZ'Dllftd.i.z9 propuU...
" .
IInnftlftMatal Information rom
It. Cleek t:be app~rbte _n to Ule follGv1DV qgeaUou I
Y.. l'o
1. W11l the p~ed pzoject Nault 111 a .,.tantial alteration ---, -
of fr01III4 _town and/or alteration of ezlatiJiv draina,.
pa~m? X
- -
2. Will the propeaed pzoject Nault ill a c:bazIp 111 groUDdvatar
qaallty Dd/or Il\Wltity? X
- -
J. Will the propoaed pzoject ruult ill an incnu. ill Doue.
'ribntiOll. at. dirt. ..... f__. odor or eolid "ute? X
-
4. Will the propoeed pzoj.ct Nault 111 the ue or dieposal of
potentially hu~ ..~.riale? X
- -
5. Ifill the prope.ed project neul~ 1Il a .1lb.tUItial iIlczwue
1Il 4uwId for IlIIIlicipal a.nicea and/or u.1'9Y _UlllPt.iOlu ..L -
_laill 1Il d.tail any -us- _.n to Ule abOft qaeaticne on additional aheata.
%.. PrD914e any additional information which would elaborate on the potantial
annrozmental _&qUencu n.ulunt frea the propeaed pzoject.
II. Certification I I hereby certify that the atat_ta fumiah.d above and in the
attached uhiJ:lita pnaent the data and ilIfomation nquiNd for thi. initJ.al
.yaluation to the beat of f1lY abiUty, and that the facta, atatumlta and iIlfor1ll&tiGrl
. pre.anted an true and cornet to the beet of IIY bowled.,. and beUef.
Datal ~;. J),;e.. R b
~~
va of AppUcant
r
-2-
530~
, . \
ENVIRONMENTAL INFORMATION FORM (Continued)
.J. '(1) The environmental setting of the project as it exists:
As the site exists. there is a mixed use of retail. food. office.
motel and vacant land fronting Huntington Drive. Also. there are 4
single family residences on the site. The above entails approximately
.341 of the site. The rear portion'of the site. or approximately 641 of
the site. consists of the continuation high school .and the City Vard for
City vehicles. which includes both maintenance and painting facilities.
(2) The proposed alterations to .the project site:
The site would be totally cleared before the new development project
would begin.
(3) The use and development of the surrounding properties:
At the present time. there is no new use proposed for the surrounding
properties.
K. (5) The project will have an increase in the use of municipal services such
as buses or other modes of public transportation. due to the increase of new
Jobs created by the project. With the increase above and beyond the 105.000
feet of existing users on the.prpperty now, energy consumption can also be
expected to increase.
L. Additional Information:
The project as proposed will greatly enhance from an aesthetic point of view,
the Gateway to the City of Arcadia on East Huntington Drive. It will provide
much greater landscaping than now exists and coordinate much more closely a
- compatible architecture with the new Southland Bank Building than do the
existing structures.
53&~
8/4/87
DISPOSITION REPORT - AMENDMENT NO. I
Building Square Footage Requirements:
DDA
(5/6/86)
Min. Max.
Al1ENDMENT
(8/4/87)
Min. Max.
Retail
Restaurant
Office
26,465
14,000
88,145
41,165
20,000
145,000
26,000
12,000
96,000
30,000
16,000
155,000
Max. Sq. Ft. on Site
190,865*
198,000*
Estimated Revenues:
Based on a comparison of DDA minimum building square footages,
Alternatives 1 & 2 (5/6/86 DDA), and DDA Amendment No. I (provided
by Katz, Hollis, Coren Financial Consultants, Los Angeles)
DDA MIN.
(5/6/86)
ALTS. I & 2
(5/6/86)
Range
Amendment No.1
(8/4/87)
1. Tax Increment to
the Agency (FYI989-
'30)
145,118
162,000-187,000
150,605
2. Sales ~ax to the
City (1989-901
114;779
125,000-151,000
111,875
3. License Fees and
utility 'raxes
(1989-90)
5,000
$264,897
5,000
10,908
Estimated Total
NET CHANGE
$273,388
264,897**
$ 8,491
*Agreed upon maximum
**Estimated Total - 5/6/86 DDA
Exhibi t "c" 63&?fo