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HomeMy WebLinkAbout2007 CON CDC Home Depot and Pacific Steel PSI - First Amendment ENAFIRST AMENDMENT to EXCL US1 VE NEGOTIATING AGREEMENT between COMMUNITY DEVELOPMENT COMMISSION of THE CITY OF NATIONAL CITY and HOME DEPOT U.S.A., INC and PACIFIC STEEL, INC. On November 21, 2006, the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY, a public body, corporate and politic ("CDC"), and HOME DEPOT U.S.A., INC., a Delaware Corporation, and PACIFIC STEEL, INC.DEVELOPMENT COMPANY, LLC, a California corporation ("Developers"), entered into an EXCLUSIVE NEGOTIATION AGREEMENT ("Agreement') for Developer to explore the feasibility of redeveloping properties on the west side of Cleveland Avenue from Civic Center Drive to 18th Street (the "Site"). WHEREAS, the parties have worked diligently to explore the feasibility but need to extend the original schedule to assess likely hazardous soils remediation necessary to the project; and WHEREAS, the CDC is conducting an Owner Participation process related to the feasibility of the potential project and requires additional time for the process; and WHEREAS, CDC and Developers desire to extend the original schedule to allow an additional 180 days of feasibility exploration; THE PARTIES AGREE TO AMEND THE AGREEMENT AS FOLLOWS: 1 The Exclusive Negotiation Period is hereby extended until November 21, 2007; 2. Future extensions of the Agreement may be authorized by the Executive Director up to and until November 21, 2009. 3. With the exception of the above two provisions, the original Exclusive Negotiation Agreement remains in full force and effect. IN WITNESS WHEREOF, the Parties have entered into this Amendment as ofJune 5, 2007. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY, a public body, corporate and politic: 400. By: ���► B : tii�*: , on, Executive Director Page 1 of 2 1". Amendment to ENA, Site A NOV-03-2006 10:04 FR04- 1-916 P.002/003 F-954 INCUMBENCY/SECRETARIAL CERTIFICATE The undersigned Assistant Secretary of Home Depot IJ.S A., Inc.. a Delaware corporation (the "Corporation"), hereby certifies: That the resolutions below constitute a true and correct copy of the resolutions contained in the Home Depot U.S.A.. Inc.. Unanimous Written Consent of the Board of Directors in Lieu of A Special Meeting. effective July 1, 2003, and that these resolutions have not been amended, annulled, rescinded or revoked and remain in full force and effect as of the date hereof. RESOLVED, that the Executive Vice President, Secretary and General Counsel, the Senior Vice President -Real Estate, the Vice 'President - Real Estate, the Vice President -Real Estate Law, each of the Senior Directors -Real Estate Law, each of the Directors -Real Estate Law, each of the Corporate Counsel -Real Estate Law, and cash of them acting alone or together, or their duly delegated designee, are hereby authorized and directed, in the name of the Corporation, to take such steps as are necessary or desirable to effect the Corporation's policy of expansion and maintenance of its properties including, but not limited to, the acquisition, disposition or financing of real estate. the execution of Leases. Reciprocal Casement Agreement, Development Agreements, Easements, Servitudes, Right of Way, Assignments and any amendments or modifications to the foregoing, or any other instrument required to accomplish the aforesaid Corporate purposes; and FURTHER RESOLVED. that the Executive Vice President, Secretary and General Counsel, the Senior Vice President -Real Estate, the Vicc President - Real Estate, the Vice President -Real Estate Law, each of the Senior Directors -Real Estate Law, each of the Directors -Real estate Law, each of the Corporate Counsel -Real Estate Law and each of them acting either alone or together, or their duly delegated designee, arc hereby authorized and directed, in the name of the Corporation, to take. or cause to bt taken, any and all actions and to execute and deliver any and all such other contracts. assignments, casements, conveyances, deeds, Ieases. subleases, agreements. certificates, instruments or any other documents as such individual or delegated designee may consider necessary or desirable to carry out the foregoing resolution and the transactions contemplated thereby; and FURT}I1-R RESOLVED, that these resolution hereby revoke and supersede any other resolutions that heretofore granted the delegation of corporate authority to execute and deliver real estate documents by and on behalf of the Corporation. O \RFALFST.FORMS•:Corporra:e'Incumhency S:rreianal Cen March "t005.doc .NOV-03-2006 10:04 FROM- T-918 P 003/003 F-954 The persons named below were on the date hereof the duly designated and qualified sipnatorics of the Corporation, as set opposite his or her respective name, and that the signature appearing opposite his or her name. is the genuine facsimile signature of said signatory; Name Miclnul C. LaFetle Michael T. McGuire James J. Scott Jeff A_ Israel Ann K. Icrhoff Jacob R. Pritcher, Jr. Cynthia L. Warren Brent D. Soloway Erika M. Strawn Title $i^naturc Vice President Real Estate Vice President Real Estate Law Senior Director Real Estate Law Senior Director Real Estate Law Director Real Estate Law Director • Real Estate Law Director Real Estate Law Director Real Estate Law Corporate Conflict - Real Estate Law Thomas K. Anderson Corporate Counsel - Real Estate Law J IN WITNESS WHEREOF, the undersigned has hereunto affixed the seal of the Corporation set his'her signature, on dui. the / day of Oc,-fit' 2Op12, [CORPORATE SEAL] same: Title: { '9 20DA Mar/Beth Lame ee As stant Secretary and 05109/2007 14:08 6196967419 . LATHAM & WATKINS PAGE 04/04 Initials: APPROVED AS TO FORM: By: George H. Eiser, III. City -CDC Attorney DEVELOPER: HOME DEPOT U.S.A. INC, a Delaware corporation By: Title: By; Title: PACIFIC STEEL, INC., a California corporation By: Title: Fernando Solorzano/ President By: Title: Marisela Martine7J CFO Page 2 of 2 I°. Amendment to ENA, Site A APPROVED AS TO FORM: BY: {j ; George H. Eiser, III, City -CDC Attorney DEVELOPER: HOME DEPOT U.S.A. INC, a Delaware corporation By: Title: By: Title: PACIFIC STEEL, INC., a California corporation (-7 _A,—. By:By: 0 1Wro0VQ7 Title: Marisela Page 2 of 2 l'`. Amendment to ENA, Site A artinez/ CFO RESOLUTION NO. 2007 — 123 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE THE FIRST AMENDMENT TO THE EXCLUSIVE NEGOTIATING AGREEMENT BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION, HOME DEPOT U.S.A. INC. AND PACIFIC STEEL, INC. WHEREAS, the Community Development Commission of the City of National City (CDC) is implementing the National City Redevelopment Plan; and WHEREAS, on November 21, 2006, the CDC entered into an Exclusive Negotiating Agreement with the Horne Depot USA, Inc. and Pacific Steel, Inc. to consider the feasibility of a redevelopment project on the western side of Cleveland Avenue between Civic Center Drive and 18th Street; and WHEREAS, due diligence activities relating to the proposed project have taken longer than the 180 days originally provided by the Exclusive Negotiating Agreement; and WHEREAS, the proposed project is important to the continued fiscal sustainability of the City of National City. NOW, THEREFORE, BE IT RESOLVED, that the Community Development Commission of the City of National City hereby authorizes the Executive Director to execute the First Amendment to the Exclusive Negotiating Agreement between the Community Development Commission of the City of National City, Home Depot USA, Inc. and Pacific Steel, Inc. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 5th day of June, 200 Ron Morrison, Chairman APPROVED AS TO FORM: //. George H. Eiser, III Legal Counsel Passed and adopted by the Community Development Commission of the City of National City, Califomia, on June 5, 2007, by the following vote, to -wit: Ayes: Commissioners Natividad, Parra, Ungab, Zarate. Nays: None. Absent: Commissioner Morrison. Abstain: None. AUTHENTICATED BY: RON MORRISON Chairman, Community Development Commission Secretary, —sty Development Commission By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2007-123 of the Community Development Commission of the City of National City, Califomia, passed and adopted on June 5, 2007. Secretary, Community Development Commission By: Deputy Ga,©Oh- n o City of National City, California COMMUNITY DEVELOPMENT COMMISSION AGENDA STATEMENT MEETING DATE June 5, 2007 31 AGENDA ITEM NO ITEM TITLE A resolution approving the First Amendment to the Exclusive Negotiation Agreement between Home Depot U.S.A., Inc and Pacific Steel, Inc. PREPARED BY . DEPARTMENT Patricia Beard Community Development Commission Redevelopment Manager EXPLANATION On November 21, 2006 the Community Development Commission ("CDC") approved an Exclusive Negotiating Agreement ("ENA") with Home Depot USA, Inc. and Pacific Steel, Inc. ("PSI"). The conceptual proposal is to develop two retail stores (one being Home Depot) and an office building, plus to redevelop PSI on 15 acres between Civic Drive and 18th Street on the west side of Cleveland Avenue. Land acquisition discussions and environmental investigation of hazardous conditions for the project are taking longer than the 180 days established in the ENA. Staff, as well as the developers, are requesting additional time to work together prior to bringing forward a Disposition and Development Agreement for consideration. This Amendment would add an additional 180 days to the ENA. Environmental Review Not applicable. Financial Statement The developers have deposited $25,000 per the terms of the ENA. Costs of the due diligence have been assigned in the ENA and are primarily the responsibility of the developers. Account No 9 STAFF RECOMMENDATION Adopt the resolution. BOARD / COMMISSION RECOMMENDATION Not applicable. ATTACHMENTS Resolution No. ') y 1. Proposed ENA Amendment 2, City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Della, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 July 11, 2007 Ms. Ann K. Jerhoff Director Real Estate Law 3800 West Chapman Avenue Orange, CA 92868 Dear Ms. Jerhoff, On June 5, 2007, Resolution No. 2007-123 was passed and adopted by the Community Development Commission of National City, authorizing execution of the first amendment to the exclusive negotiating agreement with Home Depot U.S.A., Inc. and Pacific Steel, Inc. We are enclosing for your records a certified copy of the above Resolution and a fully executed original exclusive negotiating agreement. Michael R. Dalla, CMC City Clerk Enclosure cc: Community Development Commission ® Recycled Paper City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Dalla, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 July 11, 2007 Mr. Fernando Solorzano President Pacific Steel, Inc. 1700 Cleveland Avenue National City, CA 91950 Dear Mr. Solorzano, On June 5, 2007, Resolution No. 2007-123 was passed and adopted by the Community Development Commission of National City, authorizing execution of the first amendment to the exclusive negotiating agreement with Home Depot U.S.A., Inc. and Pacific Steel, Inc. We are enclosing for your records a certified copy of the above Resolution and a fully executed original exclusive negotiating agreement. Sincerely, Michael R. Dalla, CMC City Clerk Enclosure cc: Community Development Commission ® Recycled Paper