HomeMy WebLinkAbout2017 CON HA Park Villas Pointe LLC - Eta Street and Bucky Lane Purple Cow - Exclusive Negotiating AgreementEXCLUSIVE NEGOTIATING AGREEMENT
(Park Villas Pointe, LLC/ -Purple Cow -North Highland)
This Exclusive Negotiating Agreement ("Agreement") is dated as of the 20th day of June,
2017, by and between the Community Development Commission -Housing Authority of the City
of National City ("CDC -HA") and Park Villas Pointe, LLC, a California limited liability
corporation "Developer").
RECITALS
A. The CDC -HA owns that certain approximately 1.3-acre parcel of real property
located on North Highland Avenue between Eta Street and Bucky Lane in the City of National
City, County of San Diego, California, which is sometimes referred to as the "Purple Cow" and is
more particularly described on Exhibit A, attached hereto and incorporated herein ("Property").
B. Developer desires to develop the Property, generally, as set forth in that certain
letter, dated as of May 1, 2017, on behalf of the Developer, to Alfredo Ybarra, Housing Director
of the City of National City, a copy of which is attached hereto to as Exhibit B ("Developer
Proposal"). The CDC -HA and Developer desire to negotiate any and all agreements reasonably
necessary for the CDC -HA to ground lease the Property to the Developer and as generally set forth
in the Developer Proposal ("Project").
C. The purpose of this Agreement is to establish a period during which Developer shall
have the right to exclusively negotiate with the CDC -HA the terms of the Project with respect to
the Property.
NOW, THEREFORE, Developer and the CDC -HA, hereby agree as follows:
1. Negotiating Period. The CDC -HA agrees to exclusively negotiate with Developer and
Developer agrees to exclusively negotiate with the CDC -HA regarding the terms of any and all
agreements reasonably necessary respect to the Project for a one-year (1-year) period from the date
first set forth above ("Negotiating Period"). The CDC -HA and Developer shall negotiate
diligently and in good faith to carry out the obligations of this Agreement during the Negotiating
Period.
2. Site Control. The Property is currently owned by the CDC -HA.
3. Costs and Expenses. Upon the execution and delivery of this Agreement, the Developer
shall pay the CDC -HA $25,000.00, to partially pay the CDC-HA's anticipated costs with respect
to the Project. Unless, otherwise, indicated herein, Developer shall have no additional payment
obligations to CDC -HA during the Negotiating Period. In addition, if, both, the CDC -HA and
Developer are satisfied with the proposed Project, and enter into a ground lease or other mutually
acceptable written agreement(s) necessary for the development and construction of the Property,
then, the Developer shall pay the CDC -HA an additional $25,000.00, to partially pay the CDC-
HA's costs with respect to the Project. Except as otherwise set forth herein, each party shall be
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responsible for its own costs and expenses in connection with any activities and negotiations
undertaken in connection with the performance of its obligations under this Agreement.
4. Developer Submissions. Developer agrees that, within 90 days of the execution hereof,
or on or before a date as mutually determined by the parties hereto, Developer shall submit to the
CDC -HA for review, a proposal for development of the Property and the Project, with supporting
documents. In addition, Developer will provide the CDC -HA with the following documents,
reports and information prior to the expiration of this Agreement:
(a) Basic floor area ratios or a potential unit mix by number of bedrooms, proposed
income targeting, proposed construction work with preliminary cost estimates, and site amenities,
with a schedule for implementation.
(b) A proposed schedule for development of the Project.
(c) A financial pro forma which contains: (i) a projected development budget for the
Project, (ii) a projected sources and uses analysis, (iii) a 15-year cash flow analysis, (iv) a proposed
rent schedule and utility allowance schedule, and (v) a projected operating budget for the Project.
(d) Preliminary evidence of conventional construction and permanent financing
options.
(e) The name and qualifications of the architect which Developer proposes to use, if
any. The CDC -HA will approve or disapprove the proposed architect in its sole and absolute
discretion.
(f) The name and qualifications of the management agent that Developer proposes to
use. The CDC -HA will approve or disapprove the proposed management agent in its sole and
absolute discretion.
5. Approval and Negotiation of Agreements. If after the completion of the required and
agreed upon due diligence necessary to determine the viability of the development of the Property,
and, both, the CDC -HA and Developer approve of the proposed Project, the CDC -HA and
Developer shall seek in good faith to negotiate and draft any and all mutually acceptable
agreements reasonably necessary for the Project. However, by entering into this Agreement, the
parties are not contractually bound to enter into any further agreements.
6. Termination/Expiration of Agreement. Except as provided in Section 10 below, or if this
Agreement is extended or amended by mutual written agreement of the parties, if at the end of the
Negotiating Period, the CDC -HA and Developer have not agreed upon mutually acceptable
agreements reasonably necessary for the development of the Project, then this Agreement shall
terminate.
7. Cooperation. The CDC -HA agrees to cooperate with Developer in supplying financial
institutions with appropriate information, if available and not otherwise privileged, to facilitate the
Developer's financing for the Project. The CDC -HA shall also cooperate with Developer's
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professional consultants and associates in providing them with any information and assistance
reasonably within the capacity of the CDC -HA to provide in connection with the proposed Project.
8. Nondiscrimination. Developer shall not discriminate against nor segregate, any person, or
group or persons on account of sex, race, color, marital status, religion, creed, national origin or
ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project,
nor shall Developer establish or permit any such practice or practices of discrimination or
segregation in the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees or vendees of the Project.
9. Environmental Requirements. Certain state and local environmental requirements
(including, but without limitation, the California Environmental Quality Act of 1970, Public
Resources Code Section 21000, et seq.) may be applicable to the proposed Project. Pursuant to
such requirements, certain environmental documents may be required to be prepared and certified
for the proposed Project.
10. Inspection of the Property. Developer and its agents, representatives, consultants and
contractors may enter upon the Property, upon not less than forty-eight (48) hours' prior written
notice (including electronic mail communication) to the CDC -HA, solely for the purpose of
conducting visual, non-invasive inspections of the Property. If the Developer desires to do any
invasive testing at the Property, the Developer may do so only after obtaining the City's prior
written consent to the same, which consent may be withheld or granted on conditions in the City's
sole and absolute discretion. The Developer shall provide the City with a complete set of plans,
drawings and specifications ("Invasive Testing Plans") that define to the sole satisfaction of the
City the invasive testing to be performed on the Property and the names of all environmental and
other consultants, contractors and subcontractors who will be performing such invasive testing
(collectively "Developer's Consultants"). The Developer shall deliver the names of the
Developer's Consultants and the Invasive Testing Plans to the City concurrently with its request
to the City that the Developer desires to perform invasive testing. The Developer shall promptly
restore the Property to the condition the Property was in immediately prior to any such tests, at the
Developer's sole cost and expense.
(a) If the City consents to any Invasive Testing Plans, the Developer, the Developer's
Consultants, and each of their agents, representatives, consultants and contractors entering the
Property, shall maintain commercial general liability insurance covering such entry, in the amounts
of Two Million Dollars ($2,000,000.00) combined single limit for each occurrence or Four Million
Dollars ($4,000,000.00) general aggregate for bodily injury, personal injury and property damage
including contractual liability. If no Invasive Testing Plans are required under this Agreement, the
Developer shall maintain commercial general liability insurance covering such entry, in the
amounts of One Million Dollars ($1,000,000.00) combined single limit for each occurrence or
Two Million Dollars ($2,000,000.00) general aggregate for bodily injury, personal injury and
property damage including contractual liability.
(b) Prior to entering upon the Property, the Developer (and if required by Section 10(a),
above, the Developer's agents, representatives, consultants and contractors) shall provide,
additional insured endorsements naming the City and its officers, officials, agents, employees, and
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volunteers as additional insureds. Such separate additional insured endorsement shall be provided
to the City.
(1) The certificate holder for all policies of insurance required by this
Agreement shall be:
City of National City
c/o Risk Manager
1243 National City Boulevard
National City, CA 91950-4397
(2) Insurance shall be written with only insurers authorized to conduct business
in California that hold a current policy holder's alphabetic and financial size category rating of not
less than A:VII according to the current Best's Key Rating Guide, or a company equal financial
stability that is approved by the City's Risk Manager. In the event coverage is provided by non -
admitted "surplus lines" carriers, they must be included on the most recent California List of
Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
(3) The Developer (including the Developer's Consultants) shall not enter upon
the Property until certificate(s) or other sufficient proof that these insurance provisions have been
complied with, are filed with and approved by the City's Risk Manager.
(4) The aforesaid policies shall constitute primary insurance as to the City, its
officers, officials, employees, and volunteers, so that any other policies held by the City shall not
contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior
written notice to the City's Risk Manager, at the address listed in subsection (1) above, of
cancellation or material change.
(5) If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the Developer shall maintain such insurance coverage for three years after
expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must
be on or before the date of this Agreement.
(6) All deductibles and self -insured retentions in excess of $ 10,000 must be
disclosed to and approved by the City.
(7) If the Developer maintains broader coverage or higher limits (or both) than
the minimum limits shown in subsection (a) above, the City requires and shall be entitled to the
broader coverage or higher limits (or both) maintained by the Developer. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage in subsection (a)
shall be available to the City.
(c) The Developer shall indemnify and defend the City, its officers, officials, agents,
employees and volunteers and the Property from and against, and shall hold the City, its officers,
officials, agents, employees and volunteers and the Property harmless from, any actions, losses,
costs, damages, claims, suits, demands, proceedings and/or liabilities, including but not limited to,
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mechanics' and materialmen's liens and reasonable attorneys' fees, and defense costs, of any kind
or nature, including worker's compensation claims, of or by anyone whomsoever, resulting from
or arising out of the actions of Developer and/or its agents, representatives, consultants and
contractors upon the Property; provided, however, that this indemnification and hold harmless
shall not include any claims or liability arising from the established sole negligence or willful
misconduct of the City, its agents, officers, employees or volunteers. City will cooperate
reasonably in the defense of any action, and Developer shall employ competent counsel,
reasonably acceptable to the City Attorney. The indemnity, defense and hold harmless obligations
contained herein shall survive the termination of this Agreement for any alleged or actual omission,
act, or negligence under this Agreement that occurred during the term of this Agreement.
(d) The Developer shall repair any damage caused to the Property by the Developer or
its agents, representatives, consultants and contractors. The Developer shall not permit any
mechanic's, materialman's, contractor's, subcontractor's or other lien arising from any work done
by the Developer or its agents, representatives, consultants and contractors pursuant to this
Agreement to stand against the Property. If any such lien shall be filed against the Property, the
Developer shall cause the same to be discharged or bonded within ten (10) days after actual notice
of such filing, by payment, deposit, bond or otherwise. The Developer's obligations under this
Section 10 shall survive the termination or expiration of this Agreement.
11. Address for Notices. Any notices pursuant to this Agreement shall be sent to the following
addresses:
To CDC -HA:
Copy to:
To Developer:
Community Development Commission -
Housing Authority of the City of National City
1243 National City Blvd.
National City, California 91950
Attn: Executive Director
Christensen & Spath LLP
550 West C Street, Suite 1660
San Diego, CA 92101
Attn. Walter F. Spath, Esq.
Larry Gough
Manager
Park Villas Pointe, LLC
1800 Stevens Avenue
Louisville, Kentucky 40205
12. Entire Agreement. This Agreement constitutes the entire understanding and agreement of
the parties, integrates all of the terms and conditions mentioned herein or incidental hereto, and
supersedes all negotiations or previous agreements between the parties or their predecessors in
interest with respect to all or any part of the subject matter hereof.
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13. Amendment of Agreement. No modification, rescission, waiver, release or amendment of
any provision of this Agreement shall be made except by a written agreement executed by the
CDC -HA and Developer.
14. Future Agreements to Supersede this Agreement. This Agreement will be superseded, if
and when the Developer and CDC -HA approve and execute all mutually acceptable agreements
reasonably necessary for the development of the Project.
15. Assignment Prohibited. In no event shall Developer assign or transfer any portion of
Developer's rights or obligations under this Agreement without the prior express written consent
of the CDC -HA, which consent may be withheld in the CDC-HA's sole and absolute discretion.
16. Time of Essence. Time is of the essence of every portion of this Agreement in which time
is a material part.
17. Signature Authority. All individuals signing this Agreement for a party which is a
corporation, limited liability company, partnership or other legal entity, or signing under a power
of attorney, or as a trustee, guardian, conservator, or in any other legal capacity, covenant to the
CDC -HA that they have the necessary capacity and authority to act for, sign and bind the respective
entity or principal on whose behalf they are signing.
18. No -Shop. CDC -HA agrees that during the Negotiating Period it will not market, sell,
convey, option or, otherwise, dispose of or transfer title to or its interest in any part of the Property
or to engage in any related disposition, development or discussions about the Property with any
other third party or public or private sector entities, unless, first, obtaining the prior approval of
the Developer.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written.
CDC -HA:
Community Development Commission -Housing Authority of the City of National City
Leslie Deese, Executive Director
APPROVED AS TO FORM:
APPROVED AS TO FORM:
ANGIL P. MORRIS-JONES
Attorpey,
By:
Rob M. Contreras
Deputy City Attorney
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
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DEVEL�PER:
Park Vil s Pointe, L
By:
Print Name: Larry
Its: Manager
behalf of Park Villas Pointe, LLC and Urban -West Development)
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EXHIBIT A
PROPERTY LEGAL DESCRIPTION
Real property in the City of National City, County of San Diego, State of California, described as
follows:
PARCEL 1: (APN: PORTION 551-470-43)
THAT PORTION OF LOT 69 OF THE EX -MISSION LANDS OF SAN DIEGO (COMMONLY
KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY, COUNTY OF
SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 283, FILED
IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 9,
1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE EASTERLY LINE OF THE PUEBLO OF SAN DIEGO
THAT IS 59.50 RODS SOUTH AND 73.80 RODS WEST OF THE NORTHEAST CORNER OF
SAID LOT 69; THENCE NORTH 89°40'00" EAST 379.60 FEET TO THE SOUTHEAST
CORNER OF LAND DESCRIBED IN DEED FROM CHARLES O. POWERS TO E.F.
MCCORMICK RECORDED MAY 2, 1922 IN BOOK 876, PAGE 465 OF DEEDS, IN THE
OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE
EAST LINE OF MCCORMICK LAND, NORTH 15°33'00" WEST, 289.00 FEET TO THE
MOST NORTHERLY CORNER THEREOF; THENCE ALONG THE NORTH LINE OF SAID
LAND, SOUTH 73°27'00" WEST, 76.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE AT RIGHT ANGLES, NORTH 16°33'00" WEST, 48.00 FEET; THENCE SOUTH
73°27'00" WEST, PARALLEL WITH THE NORTH LINE OF SAID MCCORMICK LAND,
295.00 FEET, MORE OR LESS, TO THE EAST LINE OF PUEBLO LANDS OF SAN DIEGO;
THENCE ALONG SAID PUEBLO LANDS LINE SOUTH 16°57'00" EAST, 48.00 FEET, TO
THE NORTH LINE OF SAID MCCORMICK LAND; THENCE ALONG SAID NORTH LINE
NORTH 73°27'00" EAST, 295.00 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL 2: (APN: PORTION 551-470-43)
THE NORTHWESTERLY 12 FEET OF THE SOUTHWESTERLY 295 FEET OF ALL THAT
PORTION OF LOT 69 OF A PORTION OF THE EX -MISSION LANDS OF SAN DIEGO
(COMMONLY KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF
NO. 283, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
MARCH 9, 1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE WESTERLY LINE OF SAID LOT 69, SOUTH 981.75
FEET AND WEST 1,217.70 FEET FROM THE NORTHEAST CORNER OF SAID LOT;
THENCE NORTH 89°40'00" EAST, 379.60 FEET; THENCE NORTH 15°33'00" WEST, 289.00
FEET; THENCE SOUTH 73°27'00" WEST, 371.00 FEET TO A POINT IN SAID WESTERLY
LINE; THENCE SOUTH 16°57'00" EAST, ALONG SAID WESTERLY LINE, 182.20 FEET
TO THE POINT OF BEGINNING.
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PARCEL 3: (APN: 551-470-15, 551-470-17, 551-470-18, 551-470-19 AND 551-470-48)
THAT PORTION OF LOT 69 OF A PORTION OF THE EX -MISSION LANDS OF SAN DIEGO
(COMMONLY KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF
NO. 283, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
MARCH 9, 1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE EASTERLY LINE OF THE PUEBLO OF SAN DIEGO
THAT IS 59.50 RODS SOUTH AND 73.80 RODS WEST OF THE NORTHEAST CORNER OF
SAID LOT 69; THENCE NORTH 89°40' EAST 379.60 FEET TO THE SOUTHEAST CORNER
OF LAND DESCRIBED IN DEED FROM CHARLES O. POWERS TO E.F. MCCORMICK
RECORDED MAY 2, 1922 IN BOOK 876, PAGE 465 OF DEEDS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE EAST LINE OF
SAID MCCORMICK LAND, NORTH 15°33' WEST, 289.0 FEET TO THE MOST
NORTHERLY CORNER THEREOF; THENCE ALONG THE NORTH LINE OF SAID LAND,
SOUTH 73°27' WEST, 76.00 FEET; THENCE AT RIGHT ANGLES, NORTH 16°33' WEST
48.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH
16°33' WEST TO THE NORTH LINE OF LAND DESCRIBED IN DEED FROM JAMES W,
POWERS ET UX TO CHARLES O. POWERS RECORDED NOVEMBER 5, 1921 IN BOOK
855, PAGE 428 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY; THENCE WEST ALONG THE NORTH LINE OF LAND SO DESCRIBED IN SAID
DEED TO THE NORTHWEST CORNER THEREOF, BEING A POINT IN THE EAST LINE
OF THE PUEBLO OF SAN DIEGO; THENCE ALONG SAID PUEBLO LINE SOUTH 16°57'
EAST TO INTERSECTION WITH A LINE BEARING SOUTH 73°27. WEST FROM THE
TRUE POINT OF BEGINNING; THENCE NORTH 73°27' EAST 295.00 FEET TO THE TRUE
POINT OF BEGINNING.
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EXHIBIT B
Letter (and enclosures) from Larry Gough, Managing Member of Park Villa Pointe, LLC to
Alfredo Ybarra, Director of Housing and Economic Development of the City of National City,
dated as of May 1, 2017.
(see attached)
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Exhibit B
Via Overnight Courier and Electronic Mail
May 1, 2017
Alfredo Ybarra
Community Development Manager
Housing, Grants & Asset Management Department
City of National City
MLK Jr. Community Center
140 E. 12th Street, Suite B
National City, CA 91950
Subject: North Highland Avenue and Eta Street, National City, California Development
Dear Alfredo,
As a follow-up to our February 15t meeting and on behalf of Park Villas Pointe, LLC and
Urban -West Development (collectively, "Developer"), I am writing to formally request approval
to (i) restart the development process of the site located at North Highland Avenue and Eta Street,
National City, California (formerly, the Purple Cow Dairy site) ("Development Site") and (ii) to
initiate the process for City of National City ("City") approval of an Exclusive Negotiating
Agreement necessary to accomplish such development efforts. Development of the Development
Site would be accomplished concurrently with development of the adjacent one -acre, vacant parcel
of land, which is part of the Park Villas Apartments property.
Park Villas Pointe, LLC, owners of the Park Villas Apartments and developers -managers
of affordable housing developments in many areas of the country, proposes to master plan and
develop both sites, in partnership with Urban -West Development, a local development and
consulting firm, the principals of which have been involved in affordable housing and commercial
development throughout San Diego County.
As you know, the members of Urban -West development were involved with the previous
effort to develop the Development Site when La Maestra Community Health Centers decided last
February to withdraw from the project.
The development of the two aforementioned, adjacent sites will be planned and designed
as a coordinated development. The preliminary development concept is similar to the previous
Exhibit B
plan — that is, affordable housing with medical and related services.
The Development Site will feature a Senior PACE Center ("PACE Center"), operated by
San Ysidro Health Center, which operates 11 health clinics. The new PACE Center will include
20,000 square feet of space for a coordinated health and social services program for the senior
population. The San Ysidro Health Center's PACE Program will provide social services, personal
care, physical -occupational and speech therapy, meals and snacks, and group and individual
recreational activities. The PACE Center will also provide on -site adult primary medical care for
clients including doctor exams, medical specialty care services, nursing care, behavioral health
services including psychiatry, dental services, prescription medications, emergency services,
laboratory/x-ray services, physical therapy, and nutritional counseling, as well as off -site home
care, hospital care and nursing home care.
The development will include a 4,000-square foot child care center, to be operated by the
current child care provider, Episcopal Community Services ("ECS"). ECS currently operates a
"Head Start" program at Park Villas Apartments, using two of the apartments. The new facility
will allow ECS to more than double the space and the number of children served.
The proposed development will also include approximately 24 one- and two -bedroom
apartments for seniors and families with incomes approximately 60% to 80% of area median
income, and 70 apartments at 100% of area median income. Parking for tenants, staff and visitors
will primarily be in one level underground parking garages, with additional short term drop-off
parking for clients of the PACE Center on the ground level.
The proposed development will be financed in part by New Markets Tax Credits
("NMTC") Program. The New Markets Tax Credit Program was established as part of the
Community Renewal Tax Relief Act of 2000. The goal of the program is to spur revitalization
efforts of certain communities across the United States. The NMTC Program provides tax credit
incentives to investors for equity investments in certified Community Development Entities
("CDE"), which invest in low-income communities. Civic San Diego's CDE is interested in
allocating the tax credits for this development, in conjunction with another CDE, likely a major
bank. Total cost for the project is approximately $37,000,000. There are major banks interested in
buying the $37,000,000 of NMTC, as well as providing the related leverage loan of approximately
$23,700,000. It is anticipated that the NMTC Program will generate approximately $8,750,000 in
loan/equity funds for the project.
I have included drafts of various site plan aspects, which continue to evolve as we refine
the project development.
Exhibit B
We look forward to restarting this development effort and bringing needed affordable
housing and child care, along with senior medical and support services, to this northern portion of
National City.
Sincerely,
Larry Gough
Manager
Park Villas Pointe, LLC
enclosures
cc: Carlos Aguirre, Program Manager, caguirre@nationalcityca.gov
Richard Juarez, Urban -West Development
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FirACE CENTER SITE
NET WM AREA 64146 / 147 ACRES
PROPERTY ZONE MXC
RESIDENTIAL UNIT MIX
ONE BR UNIT& 412 82.
TWO BR uwra WS,
▪ SYS
• 13 43%
TOTAL NUMBP_R OF moms
RESIDENTIAL COMMUNITY SPACES
022)0234 COMMUNITY CENTER
CC/AMER:1AL SPACES:
PACE CENTER
• 42 120%
000142
0091012.
PARKING REOUIRECt
ONE 1 TWO BR (2T& 42 X 1.0 = 42 SPACES
COMMEROAL 041000 SF) 5 FTR 1630 • 100 SPACES
TOTAL SPACES REQUIRED • 142 SPAC23
PARKING PROVIDED:
ISAFUGE RESIDENTIAL PARAIND
BARAGE COMMERCIAL PARKIND
OPEN COMMERCIAL PARKIND
• 42
= ea
TOTAL SPACES PROVICIF_D: • 144
PARK VILLA SITE
NET SITE AREA 41.611 8, / 706 ACRES
PROPERTY ZONE MXC
FESIDENTIM. MR MIX
OIE 11R UNTT8 5621F 39 T9 1
MP OR WATS *17 SF • II 27
TOTAL NUMBER OF UNITS
RES/DENDAL COMMUNITY SPACES
COMMON INTERIOR AREA
COMMERCIAL SPACES
TWO STORY BUiLDING
PARKING RFOLIIRED
ONE 1 TWO BR UNITS: 45 X tO
COMMERCIAL 01.000 SF) 3 PER IOW
• 46 VON
= use sr
• NOW SF
• M SPACES
• 33 SPACES
TOT. SPACES REQUIRED • 18 SPACES
PARKIHO enovtoccr.
WAAGE RESIDENIIAL PARKIND
6112400E COMMERCIAL PARKIN@
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34
TOTAL SPACES PROVIDED • 10
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r PACE CENTER SITE
NET BITE ARF_/c 64148 8F. / 147 ACRES
PROPERTY ZONE AMC
RESIDENTIAL UNIT MIX.
ONE BR W8T3 462 SF,
TWO BR UNITS 6218E
a 24 62
• 18 4314
TOTAL NUMBER OF UNITS + 42 100.
RESIDENTIAL COMMUNITY SPACES
OFFICES 8 COMMUNT' CENTER 2000 SF
COMMERCIAL SPACES
PACE CENTER + 28000 BF.
PARKING REOUIREII
ORE 8 TWO BR UNITS 42 K TO = 42 SPACES
COMMERCIAL (20000 SF) ! PER IOW • 100 SPACES
TOTAL SPACES REQUIRED + 142 SPACES
PARKING PROVIDED
GARAGE RESIDENTIAL PARKING
GARAGE COMMERCIAL PARKING
OPEN COABAEMIA4 PARKING
a 42
= 88
TOTAL SPACES PROVIDED + TM
PARK VILLA SITE
NET SITE AREA: 46311 SF
PROPERTY ZONE M%C
RESIDENTIAL UNIT AGA
ONE BR LINTS .62 SF
TWO 811 LINTS KT SF.
1.06 ACRES
= 33 T3
• 12 27
TOTAL NUMBER OF UNITS
RESID0TIAL COMMUNITY SPACES
COMMON INTERIOR AREA
COMMERCIAL SPACES
TWO STORY BUILDING
PARKING REQUIRED
ONE 8 TWO 8R UNITS. 46 K TO
COMMERCIAL 0 000 SF) I PRR DSO
a 46 =T.
LR00 SF.
= T10008F.
TOTAL SPACES REWIRED
PARKING PROVIDED
46 SPACES
39 SPACES
TS SPACES
GARAGE RESIDENT. PARKING • 46
GARAGE COMMERCIAL PARKING • 38
TOTAL SPACES PROVIDED
88
NORTH HIGHLAND S1T'E
INVESTMENT PROPERTY
ADIVSORS
avi STEVENS 1.OLISYI LE, KT 4J33
ARCHITECTURAL SITE PLAN
I4'N INN 31, X17
AS 1.0
RESOLUTION NO. 2017 — 54
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION -HOUSING
AUTHORITY OF THE CITY OF NATIONAL CITY AUTHORIZING THE EXECUTIVE
DIRECTOR TO EXECUTE AN EXCLUSIVE NEGOTIATING AGREEMENT BY AND
BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION -HOUSING
AUTHORITY OF THE CITY OF NATIONAL CITY AND PARK VILLAS POINTE, LLC
FOR THE DEVELOPMENT OF A 1.47 ACRE PROPERTY LOCATED BETWEEN
ETA STREET AND BUCKY LANE ON NORTH HIGHLAND AVENUE IN NATIONAL CITY
WHEREAS, , the Community Development Commission -Housing Authority of the
City of National City ("CDC -HA") owns a 1.47 acre parcel of real property (the "Property")
located on North Highland Avenue between Eta Street and Bucky Lane in the City of National
City, County of San Diego, California, which is sometimes referred to as the "Purple Cow"; and
WHEREAS, Park Villas Pointe, LLC, desires to develop a mixed -used project on
the Property that includes approximately 94 units of rental housing, medical service center, and
a childcare facility; and
WHEREAS, the CDC -HA and Park Villas Pointe desire to exclusively negotiate
any and all agreements reasonably necessary for the CDC -HA to ground lease the Property to
Park Villas Pointe; and
WHEREAS, upon the execution and delivery of the Exclusive Negotiating
Agreement, the Developer shall pay the CDC -HA $25,000.00, to partially pay the CDC-HA's
anticipated costs with respect to the Project; and
WHEREAS, if both the CDC -HA and Park Villas Pointe are satisfied with the
proposed Project, and enter into a ground lease or other mutually acceptable agreements
necessary for the construction at the Property, then Park Villas Pointe shall pay the CDC -HA an
additional $25,000.00, to partially pay the CDC-HA's costs with respect to the Project.
NOW, THEREFORE, BE IT RESOLVED that the Community Development
Commission -Housing Authority of the City of National City hereby authorizes the Executive
Director to execute an Exclusive Negotiating Agreement by and between the Community
Development Commission -Housing Authority of the City of National City and Park Villas Pointe,
LLC, for the development of a 1.47 acre property located between Eta Street and Bucky Lane
on North Highland Avenue in National City. The Exclusive Negotiating Agreement is on file in
the office of the City Clerk.
ATTEST:
PASSED and ADOPTED this 20th day of June,
Leslie Deese, Secretary
n Morrison, Chairman
APPROV D AS TO FORM:
<�
p �°`' . Morris -Jones
eral Counsel
Passed and adopted by the Community Development Commission — Housing Authority
of the City of National City, California, on June 20, 2017 by the following vote, to -wit:
Ayes: Boardmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Chairman, Housing Authority
Secretary, Housing Authority
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2017-54 of the Community Development Commission — Housing
Authority of the City of National City, California, passed and adopted on June 20, 2017.
Secretary, Housing Authority
By:
Deputy
MEETING DATE: June 20, 2017
CITY OF NATIONAL CITY, CALIFORNIA
COMMUNITY DEVELOPMENT COMMISSION -HOUSING AUTHORITY
COUNCIL AGENDA STATEMENT q0Lf_I_6/C3ef
yat3-_
AGENDA ITEM Na 49
ITEM TITLE:
Resolution of the Community Development Commission -Housing Authority of the City of National City
authorizing the Executive Director to execute an Exclusive Negotiating Agreement by and between the
Community Development Commission -Housing Authority of the City of National City and Park Villas Pointe,
LLC for the development of a 1.47 acre property located between Eta Street and Bucky Lane on North Highland
Avenue in National City.
PREPARED BY: 'Carlos Aguirre, Housing & Econ. Dev. Mgr. DEPARTMENT: H
PHONE: 619-336-4391
EXPLANATION: APPROV
ing & Economic
elopme1 t
On May 1, 2017 Park Villas Pointe, LLC ("Developer") presented a e pro.osal to the Community
Development Commission -Housing Authority of the City of National City ("Housing Authority") proposing to
develop a mixed -use project ("Project") on a vacant Housing Authority -owned parcels, collectively known as the
Purple Cow ("Purple Cow"), on North Highland Avenue. The Developer has site control of a parcel south of the
Purple Cow and proposes a joint development with the Purple Cow parcels. The Project is proposed to include 16
rental units for households at or below 50% AMI and 78 rental units at market rate. The site would contain a
PACE medical services center operated by San Ysidro Health Center serving low-income seniors and a Head
Start child care facility. The Developer has already received a recommendation to fund the Project with New
Markets Tax Credits ("NMTC") on May 19, 2017 from the Civic San Diego Economic Growth and Investment
Fund.
r=INANCIAL STATEMENT: APPROVED: rnance
Developer will pay $25,000 to the Housing Authority when the APPROVED: MIS
ENA is executed to partially pay for Housing Authority costs and pay an additional $25,000 upon execution of a
ground lease or other mutually acceptable agreements necessary for construction at the Property.
ACCOUNT NO.
ENVIRONMENTAL REVIEW:
The action is not considered a project as defined by the California Environmental Quality Act (CEQA), and is
therefore not subject to CEQA review.
ORDINANCE•• INTRODUCTION:
FINAL ADOPTION:
STAFF RECOMMENDATION:
Adopt the resolution.
BOARD / COMMISSION RECOMMENDATION:
IN/AI
^\TTACHMENTS:
Exclusive Negotiating Agreement
2. Resolution
�Eso�v\\Z1.1 moo• r;001 • S�j
Attachment No. 1
EXCLUSIVE NEGOTIATING AGREEMENT
(Park Villas Pointe, LLC/ -Purple Cow -North Highland)
This Exclusive Negotiating Agreement ("Agreement") is dated as of the 20th day of June,
2017, by and between the Community Development Commission -Housing Authority of the City
of National City ("CDC -HA") and Park Villas Pointe, LLC, a California limited liability
corporation "Developer").
RECITALS
A. The CDC -HA owns that certain approximately 1.3-acre parcel of real property
located on North Highland Avenue between Eta Street and Bucky Lane in the City of National
City, County of San Diego, California, which is sometimes referred to as the "Purple Cow" and is
more particularly described on Exhibit A, attached hereto and incorporated herein ("Property").
B. Developer desires to develop the Property, generally, as set forth in that certain
letter, dated as of May 1, 2017, on behalf of the Developer, to Alfredo Ybarra, Housing Director
of the City of National City, a copy of which is attached hereto to as Exhibit B ("Developer
Proposal"). The CDC -HA and Developer desire to negotiate any and all agreements reasonably
necessary for the CDC -HA to ground lease the Property to the Developer and as generally set forth
in the Developer Proposal ("Project").
C. The purpose of this Agreement is to establish a period during which Developer shall
have the right to exclusively negotiate with the CDC -HA the terms of the Project with respect to
the Property.
NOW, THEREFORE, Developer and the CDC -HA, hereby agree as follows:
1. Negotiating Period. The CDC -HA agrees to exclusively negotiate with Developer and
Developer agrees to exclusively negotiate with the CDC -HA regarding the terms of any and all
agreements reasonably necessary respect to the Project for a one-year (1-year) period from the date
first set forth above ("Negotiating Period"). The CDC -HA and Developer shall negotiate
diligently and in good faith to carry out the obligations of this Agreement during the Negotiating
Period.
2. Site Control. The Property is currently owned by the CDC -HA.
3. Costs and Expenses. Upon the execution and delivery of this Agreement, the Developer
shall pay the CDC -HA $25,000.00, to partially pay the CDC -HA' s anticipated costs with respect
to the Project. Unless, otherwise, indicated herein, Developer shall have no additional payment
obligations to CDC -HA during the Negotiating Period. In addition, if, both, the CDC -HA and
Developer are satisfied with the proposed Project, and enter into a ground lease or other mutually
acceptable written agreement(s) necessary for the development and construction of the Property,
then, the Developer shall pay the CDC -HA an additional $25,000.00, to partially pay the CDC-
HA's costs with respect to the Project. Except as otherwise set forth herein, each party shall be
1
Attachment No. 1
responsible for its own costs and expenses in connection with any activities and negotiations
undertaken in connection with the performance of its obligations under this Agreement.
4. Developer Submissions. Developer agrees that, within 90 days of the execution hereof,
or on or before a date as mutually determined by the parties hereto, Developer shall submit to the
CDC -HA for review, a proposal for development of the Property and the Project, with supporting
documents. In addition, Developer will provide the CDC -HA with the following documents,
reports and information prior to the expiration of this Agreement:
(a) Basic floor area ratios or a potential unit mix by number of bedrooms, proposed
income targeting, proposed construction work with preliminary cost estimates, and site amenities,
with a schedule for implementation.
(b) A proposed schedule for development of the Project.
(c) A financial pro forma which contains: (i) a projected development budget for the
Project, (ii) a projected sources and uses analysis, (iii) a 15-year cash flow analysis, (iv) a proposed
rent schedule and utility allowance schedule, and (v) a projected operating budget for the Project.
(d) Preliminary evidence of conventional construction and permanent financing
options.
(e) The name and qualifications of the architect which Developer proposes to use, if
any. The CDC -HA will approve or disapprove the proposed architect in its sole and absolute
discretion.
(f) The name and qualifications of the management agent that Developer proposes to
use. The CDC -HA will approve or disapprove the proposed management agent in its sole and
absolute discretion.
5. Approval and Negotiation of Agreements. If after the completion of the required and
agreed upon due diligence necessary to determine the viability of the development of the Property,
and, both, the CDC -HA and Developer approve of the proposed Project, the CDC -HA and
Developer shall seek in good faith to negotiate and draft any and all mutually acceptable
agreements reasonably necessary for the Project. However, by entering into this Agreement, the
parties are not contractually bound to enter into any further agreements.
6. Termination/Expiration of Agreement. Except as provided in Section 10 below, or if this
Agreement is extended or amended by mutual written agreement of the parties, if at the end of the
Negotiating Period, the CDC -HA and Developer have not agreed upon mutually acceptable
agreements reasonably necessary for the development of the Project, then this Agreement shall
terminate.
7. Cooperation. The CDC -HA agrees to cooperate with Developer in supplying financial
institutions with appropriate information, if available and not otherwise privileged, to facilitate the
Developer's financing for the Project. The CDC -HA shall also cooperate with Developer's
2
Attachment No. 1
professional consultants and associates in providing them with any information and assistance
reasonably within the capacity of the CDC -HA to provide in connection with the proposed Project.
8. Nondiscrimination. Developer shall not discriminate against nor segregate, any person, or
group or persons on account of sex, race, color, marital status, religion, creed, national origin or
ancestry in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project,
nor shall Developer establish or permit any such practice or practices of discrimination or
segregation in the selection, location, number, use or occupancy of tenants, lessees, subtenants,
sublessees or vendees of the Project.
9. Environmental Requirements. Certain state and local environmental requirements
(including, but without limitation, the California Environmental Quality Act of 1970, Public
Resources Code Section 21000, et seq.) may be applicable to the proposed Project. Pursuant to
such requirements, certain environmental documents may be required to be prepared and certified
for the proposed Project.
10. Inspection of the Property. Developer and its agents, representatives, consultants and
contractors may enter upon the Property, upon not less than forty-eight (48) hours' prior written
notice (including electronic mail communication) to the CDC -HA, solely for the purpose of
conducting visual, non-invasive inspections of the Property. If the Developer desires to do any
invasive testing at the Property, the Developer may do so only after obtaining the City's prior
written consent to the same, which consent may be withheld or granted on conditions in the City's
sole and absolute discretion. The Developer shall provide the City with a complete set of plans,
drawings and specifications ("Invasive Testing Plans") that define to the sole satisfaction of the
City the invasive testing to be performed on the Property and the names of all environmental and
other consultants, contractors and subcontractors who will be performing such invasive testing
(collectively "Developer's Consultants"). The Developer shall deliver the names of the
Developer's Consultants and the Invasive Testing Plans to the City concurrently with its request
to the City that the Developer desires to perform invasive testing. The Developer shall promptly
restore the Property to the condition the Property was in immediately prior to any such tests, at the
Developer's sole cost and expense.
(a) If the City consents to any Invasive Testing Plans, the Developer, the Developer's
Consultants, and each of their agents, representatives, consultants and contractors entering the
Property, shall maintain commercial general liability insurance covering such entry, in the amounts
of Two Million Dollars ($2,000,000.00) combined single limit for each occurrence or Four Million
Dollars ($4,000,000.00) general aggregate for bodily injury, personal injury and property damage
including contractual liability. If no Invasive Testing Plans are required under this Agreement, the
Developer shall maintain commercial general liability insurance covering such entry, in the
amounts of One Million Dollars ($1,000,000.00) combined single limit for each occurrence or
Two Million Dollars ($2,000,000.00) general aggregate for bodily injury, personal injury and
property damage including contractual liability.
(b) Prior to entering upon the Property, the Developer (and if required by Section 10(a),
above, the Developer's agents, representatives, consultants and contractors) shall provide,
additional insured endorsements naming the City and its officers, officials, agents, employees, and
3
Attachment No. 1
volunteers as additional insureds. Such separate additional insured endorsement shall be provided
to the City.
(1) The certificate holder for all policies of insurance required by this
Agreement shall be:
City of National City
c/o Risk Manager
1243 National City Boulevard
National City, CA 91950-4397
(2) Insurance shall be written with only insurers authorized to conduct business
in California that hold a current policy holder's alphabetic and financial size category rating of not
less than A:VII according to the current Best's Key Rating Guide, or a company equal financial
stability that is approved by the City's Risk Manager. In the event coverage is provided by non -
admitted "surplus lines" carriers, they must be included on the most recent California List of
Eligible Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
(3) The Developer (including the Developer's Consultants) shall not enter upon
the Property until certificate(s) or other sufficient proof that these insurance provisions have been
complied with, are filed with and approved by the City's Risk Manager.
(4) The aforesaid policies shall constitute primary insurance as to the City, its
officers, officials, employees, and volunteers, so that any other policies held by the City shall not
contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior
written notice to the City's Risk Manager, at the address listed in subsection (1) above, of
cancellation or material change.
(5) If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the Developer shall maintain such insurance coverage for three years after
expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date must
be on or before the date of this Agreement.
(6) All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the City.
(7) If the Developer maintains broader coverage or higher limits (or both) than
the minimum limits shown in subsection (a) above, the City requires and shall be entitled to the
broader coverage or higher limits (or both) maintained by the Developer. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage in subsection (a)
shall be available to the City.
(c) The Developer shall indemnify and defend the City, its officers, officials, agents,
employees and volunteers and the Property from and against, and shall hold the City, its officers,
officials, agents, employees and volunteers and the Property harmless from, any actions, losses,
costs, damages, claims, suits, demands, proceedings and/or liabilities, including but not limited to,
4
Attachment No. 1
mechanics' and materialmen's liens and reasonable attorneys' fees, and defense costs, of any kind
or nature, including worker's compensation claims, of or by anyone whomsoever, resulting from
or arising out of the actions of Developer and/or its agents, representatives, consultants and
contractors upon the Property; provided, however, that this indemnification and hold harmless
shall not include any claims or liability arising from the established sole negligence or willful
misconduct of the City, its agents, officers, employees or volunteers. City will cooperate
reasonably in the defense of any action, and Developer shall employ competent counsel,
reasonably acceptable to the City Attorney. The indemnity, defense and hold harmless obligations
contained herein shall survive the termination of this Agreement for any alleged or actual omission,
act, or negligence under this Agreement that occurred during the term of this Agreement.
(d) The Developer shall repair any damage caused to the Property by the Developer or
its agents, representatives, consultants and contractors. The Developer shall not permit any
mechanic's, materialman's, contractor's, subcontractor's or other lien arising from any work done
by the Developer or its agents, representatives, consultants and contractors pursuant to this
Agreement to stand against the Property. If any such lien shall be filed against the Property, the
Developer shall cause the same to be discharged or bonded within ten (10) days after actual notice
of such filing, by payment, deposit, bond or otherwise. The Developer's obligations under this
Section 10 shall survive the termination or expiration of this Agreement.
11. Address for Notices. Any notices pursuant to this Agreement shall be sent to the following
addresses:
To CDC -HA:
Copy to:
To Developer:
Community Development Commission -
Housing Authority of the City of National City
1243 National City Blvd.
National City, California 91950
Attn: Executive Director
Christensen & Spath LLP
550 West C Street, Suite 1660
San Diego, CA 92101
Attn. Walter F. Spath, Esq.
Larry Gough
Manager
Park Villas Pointe, LLC
1800 Stevens Avenue
Louisville, Kentucky 40205
12. Entire Agreement. This Agreement constitutes the entire understanding and agreement of
the parties, integrates all of the terms and conditions mentioned herein or incidental hereto, and
supersedes all negotiations or previous agreements between the parties or their predecessors in
interest with respect to all or any part of the subject matter hereof.
5
Attachment No. 1
13. Amendment of Agreement. No modification, rescission, waiver, release or amendment of
any provision of this Agreement shall be made except by a written agreement executed by the
CDC -HA and Developer.
14. Future Agreements to Supersede this Agreement. This Agreement will be superseded, if
and when the Developer and CDC -HA approve and execute all mutually acceptable agreements
reasonably necessary for the development of the Project.
15. Assignment Prohibited. In no event shall Developer assign or transfer any portion of
Developer's rights or obligations under this Agreement without the prior express written consent
of the CDC -HA, which consent may be withheld in the CDC-HA's sole and absolute discretion.
16. Time of Essence. Time is of the essence of every portion of this Agreement in which time
is a material part.
17. Signature Authority. All individuals signing this Agreement for a party which is a
corporation, limited liability company, partnership or other legal entity, or signing under a power
of attorney, or as a trustee, guardian, conservator, or in any other legal capacity, covenant to the
CDC -HA that they have the necessary capacity and authority to act for, sign and bind the respective
entity or principal on whose behalf they are signing.
18. No -Shop. CDC -HA agrees that during the Negotiating Period it will not market, sell,
convey, option or, otherwise, dispose of or transfer title to or its interest in any part of the Property
or to engage in any related disposition, development or discussions about the Property with any
other third party or public or private sector entities, unless, first, obtaining the prior approval of
the Developer.
6
Attachment No. 1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year first above written.
CDC -HA:
Community Development Commission -Housing Authority of the City of National City
By:
Leslie Deese, Executive Director
APPROVED AS TO FORM:
Christensen & Spath LLP
By:
Walter F. Spath III
Special Counsel to the CDC -HA
[SIGNATURES CONTINUED ON FOLLOWING PAGE]
7
Attachment No. 1
DEVELOPER;
Park Villas Pointe, L
E3y:
Print Na
Its: Manager
8
Attachment No. 1
EXHIBIT A
PROPERTY LEGAL DESCRIPTION
Real property in the City of National City, County of San Diego, State of California, described as
follows:
PARCEL 1: (APN: PORTION 551-470-43)
THAT PORTION OF LOT 69 OF THE EX -MISSION LANDS OF SAN DIEGO (COMMONLY
KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY, COUNTY OF
SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF NO. 283, FILED
IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, MARCH 9,
1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE EASTERLY LINE OF THE PUEBLO OF SAN DIEGO
THAT IS 59.50 RODS SOUTH AND 73.80 RODS WEST OF THE NORTHEAST CORNER OF
SAID LOT 69; THENCE NORTH 89°40'00" EAST 379.60 FEET TO THE SOUTHEAST
CORNER OF LAND DESCRIBED IN DEED FROM CHARLES O. POWERS TO E.F.
MCCORMICK RECORDED MAY 2, 1922 IN BOOK 876, PAGE 465 OF DEEDS, IN THE
OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE
EAST LINE OF MCCORMICK LAND, NORTH 15°33'00" WEST, 289.00 FEET TO THE
MOST NORTHERLY CORNER THEREOF; THENCE ALONG THE NORTH LINE OF SAID
LAND, SOUTH 73°27'00" WEST, 76.00 FEET TO THE TRUE POINT OF BEGINNING;
THENCE AT RIGHT ANGLES, NORTH 16°33'00" WEST, 48.00 FEET; THENCE SOUTH
73°27'00" WEST, PARALLEL WITH THE NORTH LINE OF SAID MCCORMICK LAND,
295.00 FEET, MORE OR LESS, TO THE EAST LINE OF PUEBLO LANDS OF SAN DIEGO;
THENCE ALONG SAID PUEBLO LANDS LINE SOUTH 16°57'00" EAST, 48.00 FEET, TO
THE NORTH LINE OF SAID MCCORMICK LAND; THENCE ALONG SAID NORTH LINE
NORTH 73°27'00" EAST, 295.00 FEET TO THE TRUE POINT OF BEGINNING.
PARCEL 2: (APN: PORTION 551-470-43)
THE NORTHWESTERLY 12 FEET OF THE SOUTHWESTERLY 295 FEET OF ALL THAT
PORTION OF LOT 69 OF A PORTION OF THE EX -MISSION LANDS OF SAN DIEGO
(COMMONLY KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF
NO. 283, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
MARCH 9, 1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT ON THE WESTERLY LINE OF SAID LOT 69, SOUTH 981.75
FEET AND WEST 1,217.70 FEET FROM THE NORTHEAST CORNER OF SAID LOT;
THENCE NORTH 89°40'00" EAST, 379.60 FEET; THENCE NORTH 15°33'00" WEST, 289.00
FEET; THENCE SOUTH 73°27'00" WEST, 371.00 FEET TO A POINT IN SAID WESTERLY
LINE; THENCE SOUTH 16°57'00" EAST, ALONG SAID WESTERLY LINE, 182.20 FEET
TO THE POINT OF BEGINNING.
9
Attachment No. 1
PARCEL 3: (APN: 551-470-15, 551-470-17, 551-470-18, 551-470-19 AND 551-470-48)
THAT PORTION OF LOT 69 OF A PORTION OF THE EX -MISSION LANDS OF SAN DIEGO
(COMMONLY KNOWN AS HORTON'S PURCHASE), IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO MAP THEREOF
NO. 283, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
MARCH 9, 1878, DESCRIBED AS FOLLOWS:
BEGINNING AT A POINT IN THE EASTERLY LINE OF THE PUEBLO OF SAN DIEGO
THAT IS 59.50 RODS SOUTH AND 73.80 RODS WEST OF THE NORTHEAST CORNER OF
SAID LOT 69; THENCE NORTH 89°40' EAST 379.60 FEET TO THE SOUTHEAST CORNER
OF LAND DESCRIBED IN DEED FROM CHARLES O. POWERS TO E.F. MCCORMICK
RECORDED MAY 2, 1922 IN BOOK 876, PAGE 465 OF DEEDS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY; THENCE ALONG THE EAST LINE OF
SAID MCCORMICK LAND, NORTH 15°33' WEST, 289.0 FEET TO THE MOST
NORTHERLY CORNER THEREOF; THENCE ALONG THE NORTH LINE OF SAID LAND,
SOUTH 73°27' WEST, 76.00 FEET; THENCE AT RIGHT ANGLES, NORTH 16°33' WEST
48.00 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING NORTH
16°33' WEST TO THE NORTH LINE OF LAND DESCRIBED IN DEED FROM JAMES W,
POWERS ET UX TO CHARLES O. POWERS RECORDED NOVEMBER 5, 1921 IN BOOK
855, PAGE 428 OF DEEDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY; THENCE WEST ALONG THE NORTH LINE OF LAND SO DESCRIBED IN SAID
DEED TO THE NORTHWEST CORNER THEREOF, BEING A POINT IN THE EAST LINE
OF THE PUEBLO OF SAN DIEGO; THENCE ALONG SAID PUEBLO LINE SOUTH 16°57'
EAST TO INTERSECTION WITH A LINE BEARING SOUTH 73°27. WEST FROM THE
TRUE POINT OF BEGINNING; THENCE NORTH 73°27' EAST 295.00 FEET TO THE TRUE
POINT OF BEGINNING.
10
Attachment No. 1
EXHIBIT B
Letter (and enclosures) from Larry Gough, Managing Member of Park Villa Pointe, LLC to
Alfredo Ybarra, Director of Housing and Economic Development of the City of National City,
dated as of May 1, 2017.
(see attached)
11
Attachment No. 1
Via Overnight Courier and Electronic Mail
May I. 2017
Alfredo Ybarra
Community Development Manager
Housing, Grants & Asset Management Department
City of National City
MLK Jr. Community Center
140 E. 12th Street, Suite B
National City, CA 91950
Subject: North Highland Avenue and Eta Street, National City, California Development
Dear Alfredo,
As a follow-up to our February 15th meeting and on behalf of Park Villas Pointe, LLC and
Urban -West Development (collectively, "Developer"), I am writing to formally request approval
to (i) restart the development process of the site located at North Highland Avenue and Eta Street,
National City, California (formerly, the Purple Cow Dairy site) ("Development Site") and (ii) to
initiate the process for City of National City ("City") approval of an Exclusive Negotiating
Agreement necessary to accomplish such development efforts. Development of the Development
Site would be accomplished concurrently with development of the adjacent one -acre, vacant parcel
of land, which is part of the Park Villas Apartments property.
Park Villas Pointe, LLC, owners of the Park Villas Apartments and developers -managers
of affordable housing developments in many areas of the country, proposes to master plan and
develop both sites, in partnership with Urban -West Development, a local development and
consulting firm, the principals of which have been involved in affordable housing and commercial
development throughout San Diego County.
As you know, the members of Urban -West development were involved with the previous
effort to develop the Development Site when La Maestra Community Health Centers decided last
February to withdraw from the project.
The development of the two aforementioned, adjacent sites will be planned and designed
as a coordinated development. The preliminary development concept is similar to the previous
Attachment No. 1
plan — that is, affordable housing with medical and related services.
The Development Site will feature a Senior PACE Center ("PACE Center"), operated by
San Ysidro Health Center, which operates 11 health clinics. The new PACE Center will include
20,000 square feet of space for a coordinated health and social services program for the senior
population. The San Ysidro Health Center's PACE Program will provide social services, personal
care, physical -occupational and speech therapy, meals and snacks, and group and individual
recreational activities. The PACE Center will also provide on -site adult primary medical care for
clients including doctor exams, medical specialty care services, nursing care, behavioral health
services including psychiatry, dental services, prescription medications, emergency services,
laboratory/x-ray services, physical therapy, and nutritional counseling, as well as off -site home
care, hospital care and nursing home care.
The development will include a 4,000-square foot child care center, to be operated by the
current child care provider, Episcopal Community Services ("ECS"). ECS currently operates a
"Head Start" program at Park Villas Apartments, using two of the apartments. The new facility
will allow ECS to more than double the space and the number of children served.
The proposed development will also include approximately 24 one- and two -bedroom
apartments for seniors and families with incomes approximately 60% to 80% of area median
income, and 70 apartments at 100% of area median income. Parking for tenants, staff and visitors
will primarily be in one level underground parking garages, with additional short term drop-off
parking for clients of the PACE Center on the ground level.
The proposed development will be financed in part by New Markets Tax Credits
("NMTC") Program. The New Markets Tax Credit Program was established as part of the
Community Renewal Tax Relief Act of 2000. The goal of the program is to spur revitalization
efforts of certain communities across the United States. The NMTC Program provides tax credit
incentives to investors for equity investments in certified Community Development Entities
("CDE"), which invest in low-income communities. Civic San Diego's CDE is interested in
allocating the tax credits for this development, in conjunction with another CDE, likely a major
bank. Total cost for the project is approximately $37,000,000. There are major banks interested in
buying the $37,000,000 of NMTC, as well as providing the related leverage loan of approximately
$23,700,000. It is anticipated that the NMTC Program will generate approximately $8,750,000 in
loan/equity funds for the project.
I have included drafts of various site plan aspects, which continue to evolve as we refine
the project development.
Attachment No. 1
We look forward to restarting this development effort and bringing needed affordable
housing and child care, along with senior medical and support services, to this northern portion of
National City.
Sincerely,
• 2Z. )
4,tiel
Larry Gough
Manager
Park Villas Pointe, TLL C
enclosures
cc: Carlos Aguirre, Program Manager, caguirre@nationalcityca.gov
Richard Juarez, Urban -West Development
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SITE DATA
PACE CENTER SITE
NET SITE AREA 60AA• 8F. / 147 ACRES
PROPERTY ZONE MXC
RESIDENTIAL UNIT MIS
ONE 0R UNITS 662 SF.
TWO BR UNITS 627 SF.
= 2R 67 1
H •81
TOTAL NUMBER OF UNITS • 42 KRIS
RESIDENTIAL COMMUNITY SPACES
OFFICES • COMMUNITY CENTER
• 2.060 SF.
COMMERCIAL SPACES
PACE CENTER • 20000 SF.
PARKING REQUIRED.
ONE & TWO BR UNITS 42 X Ul F. 42 SPACES
COMMERCIAL (20.000 SF) 6 PER 000 • 100 SPACES
TOTAL SPACES REQUIRED • H2 SPACES
PARKING PROVIDED.
GARAGE RESIDENTIAL PARKING
GARAGE COMMFRCMI PARKING
OPEN COMMERCIAL PARKING
• 42
• 88
TOTAL SPACES PROVIDED • 141
[PARK VILLA SITE
NET SITE AREA 46,011 SF. / 106 ACRES
PROPERTY ZONE MXC
RESIDENTIAL UNIT MIS
ONE BR UNITS
TWO BR UNITS
NG SF
1327 SF
= 33 73 1
• 12 271
TOTAL NUMBER OF UNITS = 46 001
RESIDENTIAL COMMUNITY SPACES
COMMON INTERIOR AREA G00 SF.
• 11000 sF.
COMMERCIAL SPACES
TWO STORY BUILDING
PARKING REQUIRED
ONE • TWO BR UNITS 46 X 10 u SPACES
COMMERCIAL 01000 SF) 3 PER 000 33 SPACES
TOTAL SPACES REQUIRED: = 78 SPACES
PARKING PROVIDED
GARAGE RESIDENTIAL PARKING
GARAOE COMMERCIAL PARKING
• 38
TOTAL SPACES PROVIDED • SS
NORTH HIGHLAND SITE ■
INVESTMENT PROPERTY
ADIVSORS
1800 STEVENS LOUISVILLE. KY 10201
ARCHITECTURAL SITE PLAN
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SITE DATA
PACE CENTER SITE
NET SITE AREA:
SOW SF. / W ACRES
WIOPERTY ZONE MXC
RESIDENTIAL UNIT MIX
ONE BR UNITS
TWO BR UNITS
652 SF.
62/ SF.
• 24 62 N
• IS 43%
TOTAL NUMBER OF UNITS = 42 1001
RESIDENTIAL COMMUNITY SPACES
OFFICES A COMMUNITY CENTER 2000 SF
COMMERCIAL SPACES
PACE CENTER
PARKING REQUIRED.
ONES TWO BR UNITS 42 X 10 = 42 SPACES
COMMERCIAL (20000 SF) 6 PER IXO • 100 SPACES
TOTAL SPACES REQUIRED' • 142 SPACES
PARKING PROVIDED:
1ARAOF RESIDENTIAL PARKING
GARAGE COMMERCIAL PARKING
OPEN COMMERCIAL PARIONG
• 42
TOTAL SPACES PROVIDER . N6
PARK VILLA SITE
NET SITE AREA
PROPERTY ZONE
RESIDENTIAL UNIT
ONE BR UNITS
TWO BR UNITS
66011 SF. / 1.06 ACRES
MXC
632 SF • 527 BF • 12 27 %
TOTAL NUMBER OF UNITS
RESIDENTIAL COMMUNITY SPACES
COMMON INTERIOR AREA
COMMERCIAL SPACES
TWO STORY BUILDING
PARKING REQUIRED.
ONE 2 TWO BR UNITS u X 10
COMMERCIAL (10000 SF) 3 PEA 1000
• !6 10014
11W SF
• 8P008F.
43 SPACES
33 SPACES
TOTAL SPACES REWIRED = 28 SPACES
PARKING PROVIDED:
GARAGE RESIDENTIAL PARKING
GARAGE COMMERCIAL PARKING
= tl
= 36
TOTAL SPACES PROVIDER • 83
NORTH HIGHLAND SITE
INVESTMENT PROPERTY
I800 STEVENS IVSORSKY 40105
ARCHITECTURAL SITE PLAN
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RESOLUTION NO. 2017 —
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION -HOUSING
AUTHORITY OF THE CITY OF NATIONAL CITY AUTHORIZING THE EXECUTIVE
DIRECTOR TO EXECUTE AN EXCLUSIVE NEGOTIATING AGREEMENT BY AND
BETWEEN THE COMMUNITY DEVELOPMENT COMMISSION -HOUSING
AUTHORITY OF THE CITY OF NATIONAL CITY AND PARK VILLAS POINTE, LLC
FOR THE DEVELOPMENT OF A 1.47 ACRE PROPERTY LOCATED BETWEEN
ETA STREET AND BUCKY LANE ON NORTH HIGHLAND AVENUE IN NATIONAL CITY
WHEREAS, , the Community Development Commission -Housing Authority of the
City of National City ("CDC -HA") owns a 1.47 acre parcel of real property (the "Property")
located on North Highland Avenue between Eta Street and Bucky Lane in the City of National
City, County of San Diego, California, which is sometimes referred to as the "Purple Cow"; and
WHEREAS, Park Villas Pointe, LLC, desires to develop a mixed -used project on
the Property that includes approximately 94 units of rental housing, medical service center, and
a childcare facility; and
WHEREAS, the CDC -HA and Park Villas Pointe desire to exclusively negotiate
any and all agreements reasonably necessary for the CDC -HA to ground lease the Property to
Park Villas Pointe; and
WHEREAS, upon the execution and delivery of the Exclusive Negotiating
Agreement, the Developer shall pay the CDC -HA $25,000.00, to partially pay the CDC-HA's
anticipated costs with respect to the Project; and
WHEREAS, if both the CDC -HA and Park Villas Pointe are satisfied with the
proposed Project, and enter into a ground lease or other mutually acceptable agreements
necessary for the construction at the Property, then Park Villas Pointe shall pay the CDC -HA an
additional $25,000.00, to partially pay the CDC-HA's costs with respect to the Project.
NOW, THEREFORE, BE IT RESOLVED that the Community Development
Commission -Housing Authority of the City of National City hereby authorizes the Executive
Director to execute an Exclusive Negotiating Agreement by and between the Community
Development Commission -Housing Authority of the City of National City and Park Villas Pointe,
LLC, for the development of a 1.47 acre property located between Eta Street and Bucky Lane
on North Highland Avenue in National City. The Exclusive Negotiating Agreement is on file in
the office of the City Clerk.
PASSED and ADOPTED this 20th day of June, 2017.
Ron Morrison, Chairman
ATTEST: APPROVED AS TO FORM:
Leslie Deese, Secretary Angil P. Morris -Jones
General Counsel
CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950-4397
619-336-4228
Michael R. Dalla, CMC - City Clerk
April 25, 2018
Mr. Larry Gough, Manager
Park Villas Pointe, LLC
1800 Stevens Avenue
Louisville, Kentucky 40205
Dear Mr. Gough,
On June 20th, 2017, an Exclusive Negotiating Agreement was entered into between the
City of National City and Park Villas Pointe, LLC.
We are forwarding a fully executed original Agreement for your records.
Sincerely,
Michael R. Dalla, CMC
City Clerk
Enclosures