HomeMy WebLinkAboutReso 64-2016 (16-427)BN 17276076v6
SECOND ADMINISTRATIVE AGREEMENT AMENDMENT
TO DEVELOPMENT AGREEMENT
This Second Administrative Agreement Amendment to the Development Agreement
(“Second Administrative Agreement Amendment”) is entered into by and between EL CAMINO
AND SPRUCE LLC (“Developer”) and the CITY OF SOUTH SAN FRANCISCO, a municipal
corporation (“City”) on this _____ day of _________________, 2016.
RECITALS
A. On March 26, 2014, the City Council adopted Ordinance No. 1485-2014 (“Ordinance”)
concerning a Development Agreement between City and Developer (“Development Agreement”).
The executed Development Agreement was recorded on April 16, 2015 (Doc. 2015-032685).
B. On August 26, 2015, the City Council adopted Resolution No. 109-2015 (“Resolution”)
concerning an Administrative Agreement Amendment to Development Agreement between City
and Developer (“First Administrative Agreement Amendment”).
C. On ______, the City Council considered the proposed Second Administrative Agreement
Amendment to the Development Agreement and adopted Resolution No. ______ approving the
Administrative Amendment.
NOW, THEREFORE, in consideration of the mutual covenants and promises of the parties
herein contained, the City and Developer agree as follows:
AMENDMENT TO AGREEMENT
1. Recitals. The foregoing recitals are true and correct and hereby incorporated herein.
2. Defined Terms. All capitalized terms not defined herein shall have the meanings ascribed
to them in the Development Agreement.
3. Section 6.13(a)(i). Section 6.13(a)(i) of the Development Agreement is hereby amended to
read as follows, with additions underlined and deletions in strikethrough text:
Section 6.13(a)(i). Phase 1 construction will begin within 2732 months after final
approval by the City of all discretionary approvals of the overall plan, and the passage
of all applicable statutes of limitations without legal challenge and will include:
Demolition of Firestone Building shall begin by no later than May 25, 2016.
Pre-demolition Asbestos Removal shall begin by no later than August 15,
2016.
Existing Shopping Center Building Demolition shall begin by no later than
September 15, 2016.
City Sewer Main Relocation shall begin by no later than September 26, 2016.
All commercial buildings except Building E.
All subterranean parking under the main surface parking lot.
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Phase 1 Parking Garage.
A minimum of 150 apartment units above Safeway/Major 2.
All current site improvements and design features.
No change to building architecture as approved by the City Council per
DR11-0019.
The second story of Buildings C and/or D may consist of exterior walls and
roof only, as shown on the plans approved concurrently herewith.
Developer must apply for the building permit for the Phase 1 Safeway/Major
2 commercial building, not including CVS concurrently with the building
permit for the 150 Phase 1 residential units; the Safeway/Major 2 commercial
building not including CVS and 150 unit residential building permits will only
be issued concurrently.
The City shall not be obligated to issue any certificate of occupancy for the
Phase 1 Safeway/Major 2 commercial building until construction of Phase 1
residential units, defined as vertical wall framing of the residential units, has
commenced.
4. Effect of this Second Administrative Agreement Amendment. Except as expressly
modified by this Second Administrative Agreement Amendment, the Development
Agreement shall continue in full force and effect according to its terms, and Developer and
City hereby ratify and affirm all their respective rights and obligations under the
Development Agreement, including but not limited to Developer’s indemnification
obligations as set forth in Section 10.10 of the Development Agreement. In the event of
any conflict between this Second Administrative Agreement Amendment and the First
Administrative Agreement Amendment or the Development Agreement, the provisions of
this Second Administrative Agreement Amendment shall govern.
5. Binding Agreement. This Second Administrative Agreement Amendment shall be
binding upon and inure to the benefit of the heirs, administrators, executors, successors in
interest, and assigns of each of the parties hereto. Any reference in this Second
Administrative Agreement Amendment to a specifically named party shall be deemed to
apply to any successor, administrator, executor, or assign of such party who has acquired an
interest in compliance with the terms of this Second Administrative Agreement
Amendment or under law.
6. Recordation: The City shall record a copy of this Second Administrative Agreement
Amendment within ten (10) days following execution by all parties.
7. Counterparts. This Second Administrative Agreement Amendment may be executed in
multiple counterparts, each of which shall be deemed an original, but all of which, when
taken together, shall constitute the same document.
8. California Law. This Second Administrative Agreement Amendment shall be governed by
and interpreted in accordance with the laws of the State of California.
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9. Invalidity. Any provision of this Second Administrative Agreement Amendment that is
determined by a court of competent jurisdiction to be invalid or unenforceable shall be
deemed severed from this Second Administrative Agreement Amendment, and the
remaining provisions shall remain in full force and effect as if the invalid or unenforceable
provision had not been a part hereof
10. Headings. The headings used in this Second Administrative Agreement Amendment are
for convenience only and shall be disregarded in interpreting the substantive provisions of
this Second Administrative Agreement Amendment.
IN WITNESS WHEREOF, this Second Administrative Agreement Amendment has been entered
into by and between Developer and City as of the date and year first above written.
EL CAMINO AND SPRUCE LLC CITY OF SOUTH SAN
FRANCISCO
By: _____________________ By: ___________________
Name: __________________
Title: ____________________
Date: ___________________ Date: _________________
APPROVED AS TO FORM:
By: ___________________
Jason Rosenberg
City Attorney
ATTEST:
By: ____________________
Krista J. Martinelli, City Clerk