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Res 11-011RESOLUTION NO. 11- o11 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF POWAY CALIFORNIA APPROVING CERTAIN ACTIONS RELATED TO THE TRANSFER OF ASSETS AND OBLIGATIONS OF THE POWAY REDEVELOPMENT AGENCY TO THE CITY OF POWAY TO MEET EXISTING OBLIGATIONS SET FORTH IN CERTAIN AGREEMENTS WITH THE POWAY REDEVELOPMENT AGENCY AND TO ACCOMPLISH OTHER IMPORTANT PUBLIC PURPOSES WHEREAS, the City of Poway (the "City ") and the Poway Redevelopment Agency (the "Agency') previously entered into that certain Amended and Restated Cooperation and Repayment Agreement Redevelopment Agency of the City of Poway dated January 18, 2011 (the "Previous Agreement'), which agreement restated in its entirety the Cooperation Agreement between the City and the Agency dated September 27, 1983 and are entering into an Amended and Restated Cooperation Agreement dated March 11, 2011 (the "Cooperation Agreement') to provide for implementation of certain projects set forth in the Schedule of Projects attached thereto as Exhibit 1 (the "Projects "), and to make payments by the Agency to the City in accordance with the Payment Schedule attached thereto as Exhibit 2 and as otherwise necessary to pay the City for the cost to the City of performing its obligations thereunder, subject to all of the terms and conditions of the Cooperation Agreement, and as authorized by redevelopment law in effect at the time of approval of said agreement; and WHEREAS, the City Council of the City of Poway (the "City Council ") hereby finds it necessary and appropriate to accept a transfer of the assets of the Agency described below to the City at this time to allow the City to appropriately complete redevelopment projects and other related activities as set forth in above said agreements; and WHEREAS, the transfer of the assets of the Agency is consistent with applicable redevelopment law which allows for the Agency to carry out the Redevelopment Project, to pay previously incurred indebtedness, to comply with Section 33333.8 of the California Health and Safety Code (for provision of affordable housing) and to enforce existing covenants, contracts or other obligations; and WHEREAS, per Section 15301 of the State CEQA Guidelines, the transfer of the assets is exempt from environmental review under CEQA because the transfer will result in a continuation of an existing facility involving no expansion of use and is therefore exempt from environmental review, and any future development for the assets will require separate environmental review; and WHEREAS, the transfer of such assets of the Agency to the City will accomplish the public purposes of implementing the Redevelopment Plan for the Project Area and achieving the goals and purposes of such Plan, sustaining the redevelopment accomplished by the implementation of the Plan, expanding and improving the community's supply of affordable housing, obtaining the benefits for the City of the municipal uses to which the assets will be put, enforcing the existing covenants, contracts and other obligations arising from said redevelopment projects, and carrying out and achieving the goals and purposes of the Cooperation Agreement between the City and the Agency; and WHEREAS, the transfer of the assets of the Agency to the City is expressly authorized by the Aid, Assistance and Cooperation provisions of the California Community Redevelopment law (found at Sections 33220 et seq. of the California Health and Safety Code); and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW, THEREFORE, the City Council of the City of Poway does hereby resolve as follows: Section 1. The City Council hereby finds and determines that the foregoing recitals are true and correct. Section 2. The City Council hereby approves and accepts the transfer of the Agency assets described below, for use by the City for municipal purposes consistent with the Cooperation Agreement for ongoing efforts to redevelop, revitalize and /or eliminate blight in the Project Area as authorized by redevelopment law in effect at the time of approval of said agreement: (a) The real property which is the subject of this Resolution consists of the parcels of real estate located in the City of Poway, County of San Diego, State of California described in the Schedule of Real Property attached as Exhibit 1 hereto; and (b) The accounts receivable which are the subject of this Resolution are the leases, promissory notes, agreements and other rights of the Agency to receive payment of funds and /or other consideration (the "Accounts Receivable ") described in the Schedule of Accounts Receivable attached as Exhibit 2 hereto or otherwise, and their related security instruments; and (c) The cash accounts which are the subject of this Resolution are the operating and investment accounts (the "Cash Accounts ") described in the Schedule of Cash Accounts attached as Exhibit 3 hereto or otherwise. Section 3. The City Council hereby approves of and accepts payment of the Agency's funds held in the Cash Accounts identified in the Schedule of Accounts or otherwise to the City to prepay the Agency's obligations under the Cooperation Agreement. Section 4. The City Council hereby approves of and accepts the assignment by the Agency to the City of the Agency's rights, interests and obligations under the Disposition and Development Agreement by and between Pinnacle Realty of California, LLC and the Agency dated as of August 17, 2010. Section 5. The City Council hereby approves of and accepts the assignment by the Agency to the City of the Agency's rights, interests and obligations under the judgment filed in the Superior Court of the State of California for the County of San Diego on January 26, 1995 in the case of Aleen L. Smith and Cheri L. Craig v. All Persons Interested in the Matter of the Validity of the Amendment to the Redevelopment Plan for the Paguay Redevelopment Project Area, the City of Poway and the Poway Redevelopment Agency. Section 6. The City Council hereby approves of and accepts the assignment by the Agency to the City of the Agency's rights, interests and obligations under the Disposition and Development Agreement by and between Ocean Park Hotels -PWY, LLC and the Agency dated as of September 24, 2007. Section 7. The City Council hereby approves of and accepts the assignment by the Agency to the City of the Agency's rights, interests and obligations under the Memorandum of Understanding by and between the City of San Diego, the Agency and the City, dated as of December 11, 1990, relating to the Scripps Poway Parkway. Section 8. The City Council hereby approves of and accepts the assignment by the Agency to the City of the Agency's rights, interests and obligations under the Mobile Home Park Sale and Operating Agreement by and between Poway Manufactured Home Communities, LLC and the Agency dated as of March 29, 2003. Section 9. The City Manager or designee is hereby authorized to take all reasonable and necessary actions and sign on behalf of the City all reasonable and necessary documents first approved in writing by the City Attorney to implement and carry out the transfer of the assets from the Redevelopment Agency to the City. Section 10. The City Council authorizes the City Clerk to execute the Certificates of Acceptance of the transfer of real property from the Agency to the City upon preparation and subject to prior written approval of the City Attorney. Section 11. This Resolution shall take effect immediately upon its adoption. PASSED, ADOPTED AND APPROVED by the City Council of the City of Poway at a special meeting this 11th day of March, 2011. Don Higginson, May City of Poway Resolution No. 11 -011 STATE OF CALIFORNIA ) )SS COUNTY OF SAN DIEGO ) I, Linda A. Troyan, City Clerk, City of Poway, do hereby certify under penalty of perjury that the foregoing Resolution No. 11 -011 was duly adopted by the City Council at a meeting of said City Council held on the 11th day of March, 2011, and that it was so adopted by the following vote: AYES GROSCH, MULLIN, CUNNIGHAM, HIGGINSON NOES: NONE ABSENT BOYACK DISQUALIFIED Schedule of Real Property - Exhibit" 1" AVN Street Address Description Size 31710106 13100 Poway Rd Vacant Tarascan Lot 154 Acres 31754073 12430 Poway Road Landscaped area next to Ramada Inn 0 14 Acres 32350102 So Side of Kirkham Way Auto Storage Lot - PBP 5 37 Acres 32326131 13112 Vista View Or Community Garden 101 Acres 32348119 14082 Stowe Dn ✓e Vacant commercial - future restaurant Soo 123 Acres 3171902100 & 3171904500 13655 Poway Road Former Chrysler Site 2 ]6 Acres 31419350 &51 Midland Road between Adrian & em the Vacant 31422002 13621 Adrian St vacant - commercial 016 Acres 31422003 13620 Temple St vacant - commercial 015 Acres 31422033 14125 Midland Rd vacant - commercial 0.22 acres 31422034 14115 Midland Rd vacant - commercial 016 Acres 31422035 Midland Rd vacant - commercial 0 38 Acres 31421202 14038 Midland Rd Vacant Commercial 0 77 Acres 31421203 Midland Rd Vacant Commercial 0 20 Acres 31421204 Midland Rd Vacant Commercial 0 38 Acres 31421205 14022 Midland Rd Vacant Commercial 028 Acres 31421206 Midland Rd Vacant Commercial 010 Acres 31420103 j 14124 York Ave vacant lot - flood zone 103 Acres 31420104 vacant lot- flood zone 060 Acres 31420119 14146Sycamore Avenue vacant -flood zone 31420120 14134 Sycamore Avenue Vacant SFR- Will be demolished 034 Acres 31420129 14152 Sycamore Avenue vacant lot flood zone 31420130 Alley west of Sycamore vacant alley- flood zone (behind Stevens property) 31420135 York Avenue vacant lot -flood one 0 53 Acres 31421405 114056 York Avenue vacant - flood zone 31421408 14055 York Avenue vacant flood zone 31421409 14049 York Avenue vacant - flood zone 31421410 14049 York Avenue vacant - need one 31421420 York Avenue vacant - flood zone (landlocked property - no legal access) 0.53 Acres 31421429 Community Road vacant flood zone 039 Acres 31421430 Community Road vacant - flood zone 039 Acres 31421431 Community Road vacant - flood zone 0.39 Acres 31421432 Community Road vacant - flood zone 038 Acres 31421438 14038 York Ave vacant flood zone 061 Acres 31710151 Wanesta- Flooway behind Solara Floodway - Greenbelt 31747232 13123 -13125 Poway Rd vacant corner @ library 0 35 Acres 31747218 113033 Poway Road Poway Stoway - Storage Facility 1 83 Acres 31747223 Poway Rd vacant lot - Former Aa site next to Alibi 0 61 Acres 31747224 13053 Poway Rd Commercial Bldg 0 33 Acres 31747225 13029 1/2 Poway Road Poway TV 0 25 Acres 31747229 13100 Bowron Rd Sheriffs Station /Skate Park 3 77 Acres 31723222 12237 Old Pomerado Road Former Big Stone Lodge - Future Passive Park 31723236 12207 Old Pomeado Road vacant lot - future passive park 31723239 Old Pomerado Road vacant lot - future passive park 31723240 Old Pomerado Road vacant lot- future passive park 31723241 Old Pomerado Road Undeveloped npi nan habitat - Future Passive Park 31723242 Old Pomerado Road Undeveloped nparlan habitat - Future Passive Park 31725131 11907 Old Pomerado Road Scripps Poway Pkwy- Right -of -Way Schedule of Accounts Receivable - Exhibit "2" Promissory Notes Project Address Loan Amount Promissory Note Date Poway Manufactured Home Communities 13648 Edgemoor St. $ 5,112,231 6/10/2003 Ocean Park Hotels- Hampton Inn 14068 Stowe Dr $ 1,585,000 9/21/07 Scripps Poway Parkway Arterial Scripps Poway Parkway $ 2,300,000 12/11/90 Chrysler 13760 Poway Road $ 3,000,000 8/17/10 Kip Rode Chiropractic 113248 Poway Rd., Ste 6 $ 2,250 6/28/07 Poway Plaza LLC- Dixie Line 13301 -13385 & 13397 Poway Roa $ 320,000 8/9/06 Monte Vista Predevelopment Loan 112674 Monte Vista Road 1 $ 781,667 6/17/09 Leases Description Address Parties Lease Date Avram and Dina Sachar Poway TV 13029 1/2 Poway Road Revocable Trust 1/1/2011 Avalon Property Development /C Poway Stoway 13033 Poway Road hris LaFornara 4/21/2009 Poway Auto Dealers Auto Storage Lot 13053 Poway Road Association 7/1/2005 Poway Valley Community Poway Community Garden 13875 Kirkham Way Garden Club 5/1/2007 Horizon Hospice Care Horizon Hospice 113112 Vista View Drive jlnc. 9/25/1997 Exhibit "3" Schedule of Cash Accounts Redevelopment Debt Service Fund cash (Fund number 321) 2001 Tax Allocation Bond Fund cash (Fund number 440) 2003 Tax Allocation Bond Fund cash (Fund number 441) 2003 Tax Allocation Bond Fund Local Agency Investment Fund (Fund number 441) Redevelopment Capital Improvement Fund cash (Fund number 436) Redevelopment General Fund Loan Fund cash (Fund number 438) Housing Special Programs Fund cash (Fund number 472) Redevelopment Administration Fund (Fund number 437)