RES-ORA-0527 Acquisition Agreement with Choco Realty CorporationRESOLUTION NO.ORA -0527
A RESOLUTION OF THE ORANGE
REDEVELOPMENT AGENCY APPROVING AND
AUTHORIZING THE EXECUTION OF AN
ACQUISITION AGREEMENT WITH CHOCO
REALTY CORPORATION RELATING TO THE
CONSTRUCTION AND ACQUISITION OF
CERTAIN PUBLIC IMPROVEMENTS TO BE
CONSTRUCTED BY CHOCO REALTY
CORPORATION IN CONNECTION WITH ITS
CONSTRUCTION OF A HOSPITAL TO BE
OPERATED BY THE CHILDREN'S HOSPITAL OF
ORANGE COUNTY; APPROVING AND
AUTHORIZING EXECUTION OF A
COOPERATION AGREEMENT WITH THE CITY
OF ORANGE; AND MAKING CERTAIN FINDINGS
IN CONNECTION THEREWITH.
WHEREAS, the Orange Redevelopment Agency, a public body, corporate and politic
the "Agency "), has been duly created, established and authorized to transact business and
exercise its powers under and pursuant to the Community Redevelopment Law (commencing
with Section 33000 of the Health and Safety Code of the State of California); and
WHEREAS, the City of Orange (the "City ") is a municipal corporation, which
exercises governmental functions and powers and is organized and existing under the laws of
the State of California; and
WHEREAS, by Ordinance No. 21 -01 adopted on November 27, 2001, the City
Council of the City of Orange adopted and approved the Amended and Restated
Redevelopment Plan (the "Redevelopment Plan ") for the Orange Merged and Amended
Redevelopment Project Area (the "Redevelopment Project Area "); and
WHEREAS, the Agency is engaged in activities necessary to carry out and
implement the Redevelopment Plan for the Redevelopment Project Area; and
WHEREAS, CHOCO Realty Corporation, a California nonprofit corporation
CHOCO "), is the owner of that certain real property and improvements within the City of
Orange generally bounded by Pepper Street and Providence Avenue on the north, Pepper
Street on the east, La Veta Avenue on the south, and Main Street on the west (herein referred
to collectively as the " CHOCO Properties "). A hospital operated by the Children's Hospital
of Orange County, a California non - profit corporation ( "CHOC "), is located on a portion of
the CHOCO Properties (the "North Tower "). A research building and five -level parking
structure is located on the westerly portion of the CHOCO Properties; and
WHEREAS, the City Council has previously approved CHOCO's Master Plan and
certain land use entitlement permit applications (herein referred to collectively as the
Entitlements ") for the CHOCO Properties and for other land and improvements located to
the south of the CHOCO Properties between La Veta Avenue and the Garden Grove Freeway
State Route 22), which land and improvements are owned in part by CHOCO and in part by
CRC Real Estate Corporation. The Entitlements consisted of EIR No. 1805 -08, Zone
Change No. 1252 -08, Master Site Plan Review No. 0504 -07, Conditional Use Permit 2726-
08, Design Review Committee 4209 -07, Tentative Parcel Map No. 0024 -08 and
Development Agreement No. 5390; and
WHEREAS, following approval of the Entitlements and for the purpose of expanding
and seismically upgrading the hospital facilities, CHOCO demolished a portion of the
hospital, a two -level parking structure, and a medical complex that were located on the
CHOCO Properties and has contracted for the construction of a seven -story structure
containing approximately 425,524 gross square feet to replace the demolished improvements
the "South Tower "). The South Tower will be operated by CHOC in conjunction with its
operation of the North Tower and will be used primarily for in- patient hospital purposes; and
WHEREAS, among its conditions of approval for the Entitlements, including,
specifically, for the construction of the South Tower, CHOCO is required by the City to
cause the construction of certain public improvements, including, in pertinent part, those
public improvements which are described in that certain Acquisition Agreement by and
between CHOCO and the Agency in the form presented to this City Council (the "Public
Improvements "), and to convey the Public Improvements to the City; and
WHEREAS, CHOCO has requested the Agency to provide financial assistance for a
portion of the cost of the Public Improvements to be constructed by CHOCO in connection
with the South Tower; and
WHEREAS, CHOCO has proposed to enter into the Acquisition Agreement with the
Agency, pursuant to which CHOCO agrees to construct the Public Improvements as an
integral part of the construction of the South Tower and, upon completion thereof, to sell and
convey the Public Improvements to the Agency, and the Agency agrees to reimburse
CHOCO an amount up to $1,300,000 for the substantiated cost of the Public Improvements;
and
WHEREAS, CHOCO has executed and submitted to the Agency copies of the
Acquisition Agreement in a form that is acceptable to CHOCO; and
WHEREAS, the Board of Directors of the Agency (herein referred to as the "Agency
Board ") finds and determines that the Agency will contribute no money to the development
and construction of the South Tower other than the money required to reimburse CHOCO for
the substantiated cost of construction of the Public Improvements under the terms and
conditions set forth in the Acquisition Agreement, and, with the exception of accepting and
taking ownership of the Public Improvements following construction thereof by CHOCO, the
Agency will not maintain any proprietary interest in the South Tower; and
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WHEREAS, Section 33037 of the Community Redevelopment Law sets forth the
stated policy of the State Legislature with respect to redevelopment; that is, to promote the
redevelopment of blighted areas by providing all appropriate means, including the authority
to expend public funds, whenever redevelopment cannot be accomplished by private
enterprise alone; and
WHEREAS, Section 33421 of the Community Redevelopment Law states that a
redevelopment agency, in connection with the development of a building site, "may cause,
provide or undertake or make provision with other agencies for the installation, or
constriction of streets, utilities, parks, playgrounds and other public improvements necessary
for carrying out in the project area the redevelopment plan "; and
WHEREAS, Section 33445 of the Community Redevelopment Law authorizes the
Agency, with the consent of the City Council, to, among other things, pay all or a part of the
value of the land for and the cost of installation and construction of any building, facility,
structure, or other improvement, which are or will, upon completion, become publicly
owned, and are located in or contiguous to the Redevelopment Project Area, upon the making
of the following findings:
a) That the acquisition of land or the installation or construction of the buildings,
facilities, structures, or other improvements are of benefit to the Redevelopment
Project Area by helping to eliminate blight within the Redevelopment Project
Area or providing housing for low- or moderate - income persons; and
b) That no other reasonable means of financing the acquisition of the land or
installation or construction of the buildings, facilities, structures, or other
improvements are available to the community; and
c) That the payment of funds for the acquisition of land or the cost of the buildings,
facilities, structures, or other improvements is consistent with the implementation
plan adopted by the Agency pursuant to Section 33490 of the Community
Redevelopment Law (herein referred to collectively as the "33445 Findings ").
WHEREAS, by its adoption of Resolution No. 10528, the City Council of the City of
Orange has determined that there were sufficient facts supporting the 33445 Findings and the
reimbursement by the Agency to CHOCO of up to $1,300,000 for the substantiated cost of
the Public Improvements in accordance with the terms of the Acquisition Agreement; and
WHEREAS, the City is authorized by Section 33220 of the Community
Redevelopment Law to aid and cooperate with the Agency in the planning, undertaking,
construction or operation of redevelopment projects within the Redevelopment Project Area,
upon the terms and with or without consideration as it determines; and
WHEREAS, to effectuate the Redevelopment Plan for the Redevelopment Project
Area, the Agency has requested that the City aid and cooperate in the construction of the
Public Improvements by entering into a Cooperation Agreement with the Agency, pursuant
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to which the City will inspect and supervise the construction of the Public Improvements in
accordance with the terms and provisions of the Acquisition Agreement and, following
completion thereof, will, itself, accept title to the Public Improvements, which will permit the
City to thereafter properly own, operate and maintain the Public Improvements; and
WHEREAS, by its adoption of Resolution No. 10528, the City Council of the City of
Orange has approved the terms and provisions of the Cooperation Agreement; and
WHEREAS, this Agency Board has duly considered all of the terms and conditions
of the Acquisition Agreement and the Cooperation Agreement and believes that the
construction of the Public Improvements pursuant to the Acquisition Agreement and the
assignment to the City of the Agency's right to accept title to the Public Improvements
pursuant to the Cooperation Agreement are in the best interest of the City and the health,
safety, morals and welfare of its residents, and in accord with the public purposes and
provisions of applicable State and local law and requirements, and that such activities
promote the objectives of the Community Redevelopment Law, as well as the
Redevelopment Plan for the Redevelopment Project Area.
NOW, THEREFORE, the Board of Directors of the Orange Redevelopment Agency,
resolves, finds and determines, on the basis of the facts set forth in the agenda report presented
to it and any testimony received at the meeting at which this matter was considered, as follows:
1. The foregoing recitals are true and correct.
2. That the construction of the Public Improvements and the conveyance thereof
to the City, as described in the Acquisition Agreement and the Cooperation Agreement, do
not involve new environmental impacts not covered in EIR No. 1805 -08 and will have no
significant effect on the environment, except as identified and considered in EIR No. 1805-
08.
3. That for the Public Improvements described in the Acquisition Agreement, it is
neither necessary nor required that a subsequent or supplemental environmental impact report
be prepared.
4. Accordingly, the Agency Clerk is authorized and directed on behalf of the
Agency to file with the Clerk of Orange County a Notice of Determination in accordance with
Section 15096(i) of the State CEQA Guidelines.
5. The Agency Board finds and determines that the Agency's financial
participation in the construction of the Public Improvements and the City's acquisition
thereof will benefit the City and are of benefit to the Redevelopment Project Area.
6. Other than the agreement of the Agency to fund the cost of the Public
Improvements, no other reasonable means of financing the Public Improvements are
available to the City.
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7. The Agency's payment of funds for the cost of the Public Improvements in
accordance with the terms of the Acquisition Agreement and the construction of the Public
Improvements, themselves, will assist in the elimination of one or more blighting conditions
inside the Redevelopment Project Area, and are consistent with the Implementation Plan
adopted by the Agency for the Redevelopment Project Area pursuant to Section 33490 of the
of the Community Redevelopment Law.
8. The terms and provisions of the Acquisition Agreement between the Agency
and CHOCO, with respect to the development and construction of the Public Improvements,
in the form submitted and executed by CHOCO, are approved, and the Chairman is authorized
to execute, and the Agency Clerk to attest, the Acquisition Agreement on behalf of the Agency.
A copy of the Acquisition Agreement, when executed by both parties, shall be placed on file
in the office of the Agency Clerk.
9. The terms and provisions of the Cooperation Agreement in the form presented
to this Agency Board, is approved and the Chairman is authorized and directed to execute, and
the Agency Clerk to attest, the Cooperation Agreement on behalf of the Agency.
10. Except as may otherwise be provided in the Acquisition Agreement or the
Cooperation Agreement, the Executive Director is authorized and directed to execute on behalf
of the Agency all documents necessary and appropriate to carry out and implement the
Acquisition Agreement and the Cooperation Agreement and to administer the Agency's
obligations, responsibilities and duties to be performed thereunder.
ADOPTED this 14 day of December, 2010.
ATTEST:
Mary E urp , Agenc Clerk
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I hereby certify that the foregoing Resolution was duly and regularly adopted by the
Orange Redevelopment Agency at a regular meeting thereof held on the 14 day of
December, 2010, by the following vote:
AYES: DIRECTORS: Whitaker, Smith, Cavecche, Dumirtu
NOES: DIRECTORS: None
ABSENT: DIRECTORS: None
ABSTAIN (RECUSED): DIRECTORS: Bilodeau
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Mary . y, Agenc
Cel