HomeMy WebLinkAbout2012 CON SA ARE Holdings, Parking Company of America, PCAM - Settlement Agreement, Additional DocumentsiiECOf DING REQUESTED
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ar pleclot CA 61210(
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DEC 21, 2012 8:OO AM
OFFICIAL RECORDS
SAN DIEGO COUNTY RECORDER'S OFFICE
Ernest J. Dronenburg, Jr., COUNTY RECORDER
FEES: 48.00 WAYS: 2
OC: OC
5 415 PAGES 7
I11hII hill 1111111111111111011111111111111111111111111111111111110i111111111111111
ASSESSOR'S PARCEL NO. 555-114-01-00
GRANT DEED
The undersigned grantor declares:
This conveyance is exempt from
documentary transfer tax under
Government Code Section 6103
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, PCAM, LLC,
a California limited liability company hereby GRANTS to Successor Agency to the
Community Development Commission as the National City Redevelopment Agency, all
of its right, title, and interest in the real property in the City of National City, County of
San Diego, State of California described in Exhibit A attached hereto and incorporated
herein by this reference (the "Property"), subject to:
1. The lien of all general and special real property, county, or city taxes for the fiscal
year 2012-2013, including (without limitation) bonds, special assessment, and personal
property taxes, if any, assessed against any former owner, that are not yet due and
payable;
2. The lien of supplemental taxes assessed pursuant to Chapter 3.5 of the California
Revenue and Taxation Code;
3. All liens (excluding than monetary liens other than those described in items 1 and 2
above), encumbrances, easements, rights of way, leases, covenants, conditions,
restrictions reservations, and rights of record;
4. Any oil, gas, and/or mineral lease of record;
5. All matters that would be disclosed by a survey of the Property; and
6. Zoning ordinances, regulations, and administrative determinations and any other
laws, ordinances, regulations, or orders of any governmental agency having or claiming
to have jurisdiction over the use, development, occupancy, or enjoyment of the
Property and/or improvements on it.
PCAM, LLC, a (!fomia Limited liability company
By
Eric Chaves, Manager
EXHIBIT A
LEGAL DESCRIPTION
5416
The land referred to herein is situated in the State of California, County of San Diego, City of
National City, and described as follows:
Lots 1 and 2 in Block 12 of National City, in the City of National City, County of san Diego. State of
California, according to Map thereof No. 348. filed in the office of the recorder of San Diego County October
2, 1882.
APN: 555-114-01-00
(End of Legal Description)
5417
State of California
County of ins fl,nc��s)
On r 13, 2cD IZ before mels,usAd.( M.. l) t.-A t ,
Notary Public, personally appeared Fas tc ('�haVo s , who proved to me on the
basis of satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged to me that he/she executed the same in his/her authorized
capacity, and that by his/her signature on the instrument the person, or the entity upon
behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
�`"+� SUSAN M. DYMOND
d i NOTARY PUBLIC • CAI -FORMA
COMMISSION # 1657651 a
MComm pJuv12, 2p19LOSANOELESCO
(SEAL)
5418
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by Grant Deed executed December
13, 2012, by ARE Holding, LLC, to the Successor Agency to the Community Development
Commission as the National City Redevelopment Agency is hereby accepted by order of the
Successor Agency to the Community Development Commission as the National City
Redevelopment Agency per Resolution No. 2012-27, dated December 18, 2012, and the Grantee
consents to the recordation thereof by its duly authorized officer.
Dated: December 19, 2012.
/d
Mich. el R. Dalla, ity Clerk as
Secretary to the Successor Agency
541.9
RESOLUTION NO. 2012 — 27
RESOLUTION OF THE BOARD OF THE SUCCESSOR AGENCY
TO THE COMMUNITY DEVELOPMENT COMMISSION AS
THE NATIONAL CITY REDEVELOPMENT AGENCY AUTHORIZING
ACCEPTANCE OF GRANT DEEDS, EXECUTION OF DOCUMENTS, AND
PERFORMANCE OF ACTIONS IN SETTLEMENT OF LITIGATION
WHEREAS, on July 19, 2005, the Community Development Commission of the
City of National City ("CDC"), the Parking Authority, and ARE Holdings, LLC ("ARE"), entered
into a Disposition and Development Agreement ("DDA") in furtherance of the redevelopment of
certain real property located between 11th and 12th Street in National City, bordering National
City Boulevard on the east and Roosevelt Avenue on the west for a residential and retail mixed -
use project; and
WHEREAS, on October 15, 2010, ARE filed a lawsuit against the CDC and the
Parking Authority in the Superior Court of the State of California, identified as Case No. 37-
2010-00102387-CU-BC-CTL, arising out of obligations and covenants under the DDA; and
WHEREAS, on February 14, 2011, the CDC and the Parking Authority filed a
cross -complaint against ARE, and named as additional cross -defendants related entities
Parking Company and PCAM, LLC, under the theory of "alter ego" arising out of obligations and
covenants under the DDA; and
WHEREAS, on February 17, 2012, the Court sustained the CDC's and Parking
Authority's demurrer to the First Amended Complaint of ARE without leave to amend. The
above -referenced action herein is referred to as the "Litigation."
WHEREAS, unrelated to the Litigation, pursuant to Assembly Bill X1 26 (Chapter
5, Statutes 2011, First Extraordinary Session), as modified by the Supreme Court in California
Redevelopment Assn. v. Matosantos (2011) 53 Ca1.4th 231, all redevelopment agencies were
dissolved by February 1, 2012, and all assets, properties, contracts, leases, records, buildings,
and equipment of the former redevelopment agency were transferred to the control of the
Successor Agency; and
WHEREAS, on January 10, 2012, the City Council adopted Resolution No. 2012-
15, pursuant to Part 1.8 of the Health and Safety Code, electing the City to serve as the
Successor Agency to the Community Development Commission as the National City
Redevelopment Agency upon dissolution of the Community Development Commission of the
City of National City under Assembly Bill X1 26; and
WHEREAS, without admitting any liability or fault, each of the parties to this
Settlement Agreement now desire to resolve all aspects of the Litigation among themselves and
to terminate the DDA; and
WHEREAS, under the terms of the Settlement Agreement, the Successor
Agency shall execute and accept title to each of the parcels being conveyed to the Successor
Agency, and authorize the Chairman, or his designee, to perform such acts to and execute such
other documents as are necessary to settle the litigation and to acquire title insurance
concerning the parcels being acquired, in accordance with title company procedures and
policies.
54�0
Resolution No. 2012 — 27
Page Two
NOW, THEREFORE, BE IT RESOLVED that the Successor Agency to the Community
Development Commission as the National City Redevelopment Agency hereby authorizes the
Chairman to execute the Settlement Agreement and accept title to each of the parcels being conveyed
to the Successor Agency
BE IT FURTHER RESOLVED that the Chairman, or his designee, are hereby authorized
to perform such acts to and execute such other documents as are necessary to settle the litigation and
to acquire title insurance concerning the parcels being acquired, in accordance with title company
procedures and policies.
PASSED and ADOPTED this 18th day of Decemr-012
on Morrison, Chairman
ATTEST:
Michael R. Dall, City Clerk as
Secretary to the Successor Agency
Itw
Claudia Gay •a Silva
Successor ,.. -ncy Counsel
ROVED AS TO FORM:
54'1
Passed and adopted by the Successor Agency to the Community Development
Commission as the Redevelopment Agency of the City of National City, California, on
December 18, 2012 by the following vote, to -wit:
Ayes: Boardmembers Cano, Morrison, Natividad, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Chairman of the Successor Agency to the
Community Development Commission
as the Redevelopment Agency of the
City of National City, California
MICHAEL R. DALLA
City Clerk Serving as Secretary
to the Successor Agency
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2012-27 of the Successor Agency to the Community Development
Commission as the Redevelopment Agency of the City of National City, California,
passed and adopted on December 18, 2012.
City Clerk Se ing as Secretary
to the Successor Agency
By:
Deputy
'RECORDING REQUESTED v.`
STEVI(A►T T ITi F. OF f,pi !,Fr.V.gr,;:
RECOMAG—REQUESTEDBar MW
WHEN RECORDED MAIL TO:
500 t es t G SWe e-t-lA-(66 0
Scin tJe 0 C?(2,(0
Arfr,.0 t-lesai-Is�evset�
MAIL TAX STATEMENTS TO:
7a -3s 233Li-
The undersigned grantor declares:
This conveyance is exempt from
documentary transfer tax under
Government Code Section 6103
D O C ## 2012-0804830
I11101IIIIh illIIIIIIIIIIIIIIIillllIIIII1101IIIIIIIIIIIIIIIIIIIIIII
DEC 21, 2012 8:00 AM
OFFICIAL RECORDS
SAN DIEGO COUNTY RECORDER'S OFFICE
Ernest J. Dronenburg, Jr., COUNTY RECORDER
FEES: 48.00 WAYS: 2
OC: OC
5422 PAGES: 7
1Iillll IIIII IIIII IIIII IIHI IIIII IIIII IIIII IIIII IIIII IIIII II�II IIIII 11111.11111 IIff 1111
ASSESSOR'S PARCEL NO. 555-114-04-00
GRANT DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, PCAM, LLC,
a California limited liability company hereby GRANTS to Successor Agency to the
Community Development Commission as the National City Redevelopment Agency, all
of its right, title, and interest in the real property in the City of National City, County of
San Diego, State of California described in Exhibit A attached hereto and incorporated
herein by this reference (the "Property"), subject to:
1. The lien of all general and special real property, county, or city taxes for the fiscal
year 2012-2013, including (without limitation) bonds, special assessment, and personal
property taxes, if any, assessed against any former owner, that are not yet due and
payable;
2. The lien of supplemental taxes assessed pursuant to Chapter 3.5 of the Califomia
Revenue and Taxation Code;
3. All liens (excluding than monetary liens other than those described in items 1 and 2
above), encumbrances, easements, rights of way, leases, covenants, conditions,
restrictions reservations, and rights of record;
4. Any oil, gas, and/or mineral lease of record;
5. All matters that would be disclosed by a survey of the Property; and
6. Zoning ordinances, regulations, and administrative determinations and any other
laws, ordinances, regulations, or orders of any governmental agency having or claiming
to have jurisdiction over the use, development, occupancy, or enjoyment of the
Property and/or improvements on it.
PCAM, LLC, a
ornia limited liability company
By G/G
Eric Chaves, Manager
5423
LEGAL DESCRIPTION
The land referred to herein is situated in the State of California, County of San Diego, and described
as follows:
Lot 6, Block 12, National City. in the City of National City, County of San Diego, State of California,
according to Map thereof No. 348, filed in the office of the County recorder of San Diego County October 2.
1882.
APN: 555-114-04-00
(End of Legal Description)
WWI A
54'4
State of California
County of L-b5 (Ls
On e (1 r f I, 2U12 before me, y ory
No ry Public, personally appeared I c . ( r 't. S , who proved to me on the
basis of satisfactory evidence to be the person whose name is subscribed to the within
instrument and acknowledged to me that he/she executed the same in his/her authorized
capacity, and that by his/her signature on the instrument the person, or the entity upon
behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
SUSAN M. DYMOND
NOTARY PUBLIC - CALIFORNIA
•:re,�pi: COMMISSION # 1857651
LOS ANGELES COUNTY
My Comm. Exp. July 12, 2013
(SEAL)
5425
RESOLUTION NO. 2012 — 27
RESOLUTION OF THE BOARD OF THE SUCCESSOR AGENCY
TO THE COMMUNITY DEVELOPMENT COMMISSION AS
THE NATIONAL CITY REDEVELOPMENT AGENCY AUTHORIZING
ACCEPTANCE OF GRANT DEEDS, EXECUTION OF DOCUMENTS, AND
PERFORMANCE OF ACTIONS IN SETTLEMENT OF LITIGATION
WHEREAS, on July 19, 2005, the Community Development Commission of the
City of National City ("CDC"), the Parking Authority, and ARE Holdings, LLC ("ARE"), entered
into a Disposition and Development Agreement ("DDA") in furtherance of the redevelopment of
certain real property located between 11th and 12th Street in National City, bordering National
City Boulevard on the east and Roosevelt Avenue on the west for a residential and retail mixed -
use project; and
WHEREAS, on October 15, 2010, ARE filed a lawsuit against the CDC and the
Parking Authority in the Superior Court of the State of California, identified as Case No. 37-
2010-00102387-CU-BC-CTL, arising out of obligations and covenants under the DDA; and
WHEREAS, on February 14, 2011, the CDC and the Parking Authority filed a
cross -complaint against ARE, and named as additional cross -defendants related entities
Parking Company and PCAM, LLC, under the theory of "alter ego" arising out of obligations and
covenants under the DDA; and
WHEREAS, on February 17, 2012, the Court sustained the CDC's and Parking
Authority's demurrer to the First Amended Complaint of ARE without leave to amend. The
above -referenced action herein is referred to as the "Litigation."
WHEREAS, unrelated to the Litigation, pursuant to Assembly Bill X1 26 (Chapter
5, Statutes 2011, First Extraordinary Session), as modified by the Supreme Court in California
Redevelopment Assn. v. Matosantos (2011) 53 Ca1.4th 231, all redevelopment agencies were
dissolved by February 1, 2012, and all assets, properties, contracts, leases, records, buildings,
and equipment of the former redevelopment agency were transferred to the control of the
Successor Agency; and
WHEREAS, on January 10, 2012, the City Council adopted Resolution No. 2012-
15, pursuant to Part 1.8 of the Health and Safety Code, electing the City to serve as the
Successor Agency to the Community Development Commission as the National City
Redevelopment Agency upon dissolution of the Community Development Commission of the
City of National City under Assembly Bill X1 26; and
WHEREAS, without admitting any liability or fault, each of the parties to this
Settlement Agreement now desire to resolve all aspects of the Litigation among themselves and
to terminate the DDA; and
WHEREAS, under the terms of the Settlement Agreement, the Successor
Agency shall execute and accept title to each of the parcels being conveyed to the Successor
Agency, and authorize the Chairman, or his designee, to perform such acts to and execute such
other documents as are necessary to settle the litigation and to acquire title insurance
concerning the parcels being acquired, in accordance with title company procedures and
policies.
r
5426
Resolution No. 2012 — 27
Page Two
NOW, THEREFORE, BE IT RESOLVED that the Successor Agency to the Community
Development Commission as the National City Redevelopment Agency hereby authorizes the
Chairman to execute the Settlement Agreement and accept title to each of the parcels being conveyed
to the Successor Agency
BE IT FURTHER RESOLVED that the Chairman, or his designee, are hereby authorized
to perform such acts to and execute such other documents as are necessary to settle the litigation and
to acquire title insurance concerning the parcels being acquired, in accordance with title company
procedures and policies.
PASSED and ADOPTED this 18th day of Decem r }012
ATTEST:
/,
Michael R. Dall, City Clerk as
Secretary to the Successor Agency
ROVED AS TO FORM:
Claudia Ga
Successor
a Silva
ncy Counsel
on Morrison, Chairman
•
5427
Passed and adopted by the Successor Agency to the Community Development
Commission as the Redevelopment Agency of the City of National City, California, on
December 18, 2012 by the following vote, to -wit:
Ayes: Boardmembers Cano, Morrison, Natividad, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
By
Chairman of the Successor Agency to the
Community Development Commission
as the Redevelopment Agency of the
City of National City, California
MICHAEL R. DALLA
City Clerk Serving as Secretary
to the Successor Agency
eputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2012-27 of the Successor Agency to the Community Development
Commission as the Redevelopment Agency of the City of National City, California,
passed and adopted on December 18, 2012.
City Clerk Serving as Secretary
to the Successor Agency
Deputy
54?8
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in real property conveyed by Grant Deed executed December
13, 2012, by ARE Holding, LLC, to the Successor Agency to the Community Development
Commission as the National City Redevelopment Agency is hereby accepted by order of the
Successor Agency to the Community Development Commission as the National City
Redevelopment Agency per Resolution No. 2012-27, dated December 18, 2012, and the Grantee
consents to the recordation thereof by its duly authorized officer.
Dated: December 19, 2012.
Michel R. Dalla, ty Clerk as
Secretary to the Successor Agency
Charles B. Christensen
Walter F.Spath III
Heather M. Ferbert
Joel B. Mason
Jose A. Garcia
January 14, 2013
SENT VIA HAND DELIVERY BY MESSENGER
Claudia Gacitua Silva
City Attorney
City of National City
1243 National City Boulevard
National City, CA 91950
Christensen & Spath IIP
550 West C Street . Suite 1660
San Diego. California 92101
{t} 61 9.236.9343
{f} 61 9.236.8307
::
a�-
Re: ARE Holdings, LLC vs. Community Development Commission of the City of National City,
et al. (Case No. 37-2010-00102387-CU-BC-CTL; Our File No.: 3140-16)
Dear Mrs. Silva:
In connection with the above -referenced matter, enclosed are two recorded grant deeds
conveying the following properties to the Successor Agency:
1. 38 West 11th Street, National City, CA, APN 555-114-01-0.
2. Vacant Parcel in the City of National City, APN 555-114-04-00.
If you have any questions, please contact our office.
Sincerely,
Jose A. Garcia
Enclosures
Mayor
Ron Morrison
Council Members
Louis Natividad
Alejandra Sotelo-Solis
Mona Rios
Jerry Cano
+"*" CAL FORNM 4-4
INCORPWWAI
Office of the City Attorney
TO: City Clerk
FROM: Ginny Miller, Legal Assis
SUBJECT: Grant Deeds
City Attorney
Claudia Gacitua Silva
Deputy City Attorney
Jennifer Knight
DATE: January 17, 2013
Attached please find recorded grant deeds conveying property to the Successor Agency as a
result in the settlement in the matter of ARE Holdings, LLC v. Community Development
Commission of the City of National City, for your files.
Thank you.
Attachment
cc: Executive Director
1243 National City Boulevard; National City, California 91950-4301
Tel.: (619) 336.4220 Fax: (619) 336.4327