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HomeMy WebLinkAboutC-4253 C LV 3 EXCLUSIVE NEGOTIATION AGREEMENT THIS EXC USIVE NEGOTIATION AGREEMENT (this "Agreement") is made and entered into as of .1.- ! , 2019, by and between CITY OF ARCADIA, a charter city and municipal corporatio ("City"), and Positive Investments, Inc., a real estate investment and property management company ("Positive"). The date by when both City and Positive have executed this Agreement shall hereinafter be referred to as the"Effective Date". RECITALS A. City is the owner of that certain real property improved with a surface parking lot consisting of approximately two hundred twenty-nine (229) parking spaces and located on the south side of Wheeler Avenue, east of Santa Anita Avenue, in the City of Arcadia, County of Los Angeles,State of California,commonly referred to as Assessor Parcel Numbers 5773-012-901 and 902, together with all rights, privileges, easements or appurtenances to or affecting the Land (the "Property"). B. Positive is the owner of or is acquiring certain adjacent or nearby property that is currently used as a combination of commercial uses and surface parking lots,and desires to include the Property in planning efforts to facilitate the development of a mixed-use project with commercial square footage and residential units, along with associated parking (including public parking to replace at a minimum the parking spaces currently located on the Property). Inclusion of the Property in an overall development project would create a large,contiguous parcel that could facilitate a more efficient use of the Property that will combine parking with other commercial and residential uses in a manner that is in furtherance of City's economic development and land use goals. C. The Agreement will allow for a period of time within which the City will not discuss future development or disposition of the Property with other development parties,enabling Positive to explore development options and potentials,and to produce conceptual plans reflecting such development options. Nothing in this Agreement shall be deemed to constitute any representations as to the inclusion of the Property into any future project, or the design, density, architectural features, parking, or any other feature of a future project. IN CONSIDERATION of the respective agreements hereinafter set forth,City and Positive hereby agree as follows: 1. Length of Agreement. The Agreement shall be in place for a period of twelve(12) months from the Effective Date (the "Term"). During the Term, City will not discuss future development or disposition of the Property with other entities. This Agreement may be extended by written agreement of both City and Positive executed prior to the termination of the Term. Notwithstanding any provision herein to the contrary, this Agreement shall automatically be extended if, prior to the expiration of the Term (as it may have been extended), Positive delivers to City an executed purchase and sale agreement for the Property, in a form and substance fully negotiated by the parties, and until such time as the City Council of City approves or rejects such agreement. 2. Cost of Agreement. For the right to exclusive negotiation, Positive shall deposit with City, within five (5) business days following the Effective Date, funds in the amount of Fifteen Thousand Dollars ($15,000) to be used by City for the anticipated legal and staff work necessary to review options for potential inclusion of the Property into a future development project, including the potential price and terms of inclusion. Any deposited funds that are unused shall be returned to Positive. 3. Conditions of Agreement. During the Term, Positive shall make all reasonable efforts to acquire and include the property used by the United States Post Office at 41 Wheeler Avenue (Assessor Parcel Numbers 5773-006-906 and 907), and additional properties along Huntington Drive adjacent to the City's parking lot, as part of any project which includes the Property. In addition, Positive agrees that the Harold Bissner-designed building at 7 E. Huntington Drive (Assessor Parcel Number 5773-012-001, currently occupied by Denny's Restaurant), including its landmark Windmill, shall be preserved as part of any project which includes the Property. The exteriors of the building shall not be altered or impacted during the twelve (12)month period. Positive shall include representatives from the City in the selection process for a potential developer of any future project that includes the Property. 4. Notices. Any notice, consent or approval required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been given upon(i)hand delivery, (ii)one business day after being deposited with Federal Express or another reliable overnight courier service for next day delivery, (iii) upon facsimile transmission (except that if the date of such transmission is not a business day or if such transmission is made after 5:00 p.m.on a business day, then such notice shall be deemed to be given on the first business day following such transmission),or(iv)two business days after being deposited in the United States mail, registered or certified mail,postage prepaid, return receipt required, and addressed as follows (or such other address as either party may from time to time specify in writing to the other in accordance herewith): If to City: City of Arcadia Attn: Jason Kruckeberg, Assistant City Manager/Development Services Director 240 West Huntington Drive Arcadia, California 91007 Phone: (626)574-5414 Email: jkruckeberg@arcadiaca.gov With a copy to: Best Best&Krieger LLP Attn: Stephen P. Deitsch 2855 East Guasti Road, Suite 400 Ontario, California 91761 Phone: (909)483-6642 E-Mail: stephen.deitsch@bbklaw.com If to Positive: Positive Investments, Inc. Attn: Rao Yalamanchili 610 N. Santa Anita Avenue Arcadia, CA 91006 Phone: (626)321-4800 E-Mail: rao@positiveinvestments.com 5. No Commitment by City. The parties' understand and agree that nothing set forth in this Agreement constitutes approval by City of any development plans or concept by Positive for the Property,or for adjacent or nearby properties.Furthermore,Positive understands and agrees that City's disposition of the Property and approval of Positive's future plans and land use applications are subject to procedural and substantive requirements of law. Positive shall make no representation to third parties regarding City having approved any such plans or land use applications, and Positive shall indemnify and hold harmless City, and its officials, officers, employees, and agents, regarding any claim by a third party that Positive has received any such approval prior to execution by Positive and City of a purchase and sale agreement for the Property. SIGNATURE PAGE TO EXCLUSIVE NEGOTIATING AGREEMENT IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of the date written below. CITY OF ARCADIA POSITIVE INVESTMENTS, INC. t (U' y: Dominic Lazzaretto Signature City Manager Date: y.3..+ 14'1201 `1 PAU (2 `MO-AAA .i C t4 IL) 0 Print Name and Title eit,2 cRsiA�k Date: 0 20 ATT ST: ittC "` ' B � Signature erk ` J Si�tVAVI APPROVED AS TO FORM: r:/trv(7)) In WtdnLht I: Print Name and Title Sec✓'e) tC--6,&" P. 44, Stephen P.Deitsch Date: gi gh City Attorney