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RES-10528 Acquisition of Certain Public ImprovementsRESOLUTION NO. 10528 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ORANGE MAKING CERTAIN FINDINGS UNDER THE COMMUNITY REDEVELOPMENT LAW RELATING TO THE 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; AND APPROVING AND AUTHORIZING EXECUTION OF A COOPERATION AGREEMENT WITH THE ORANGE REDEVELOPMENT AGENCY. WHEREAS, the City of Orange (herein referred to as 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, the Orange Redevelopment Agency, a public body, corporate and politic herein referred to as 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, 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 (herein referred to as the "Redevelopment Plan ") for the Orange Merged and Amended Redevelopment Project Area (herein referred to as 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. The City and CHOCO will benefit from a coordinated plan of design, engineering and construction of the Public Improvements and the development of the South Tower; 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, 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: 2 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. ORA -0527, the Board of Directors of the Agency (herein referred to as the "Agency Board ") 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 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, this City Council finds and determines that the provision of the Public Improvements is necessary to effectuate the purposes of the Redevelopment Plan. Accordingly, this City Council is willing to aid and cooperate with the Agency in the undertaking of the redevelopment of the CHOCO Properties with the Public Improvements by supervising and inspecting CHOCO's construction of the Public Improvements in accordaitce with the terms and provisions of the Acquisition Agreement and, following completion thereof, to accept title to the Public Improvements and thereafter own, operate and maintain the Public Improvements; and 3 WHEREAS, this City Council desires to enter into a Cooperation Agreement with the Agency, in the form presented to this City Council, pursuant to which the City will supervise and inspect CHOCO's construction of the Public Improvements in consideration for the payment by the Agency for such services in an amount not in excess of $100,000; and WHEREAS, this City Council has duly considered all of the terms and conditions of the Cooperation Agreement and believes that the services of the City to be rendered thereunder and the acceptance of title to the Public Improvements and the subsequent ownership, operation and maintenance thereof 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 City Council of the City of Orange 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. The Agency's financial participation in the construction of the Public Improvements and the acquisition thereof by the City pursuant to the terms of the Cooperation Agreement with the Agency will benefit the City and are of benefit to the Redevelopment Project Area. 3. Other than the agreement of the Agency to fund the cost of the Public Improvements and to acquire the Public Improvements, no other reasonable means of financing the Public Improvements or acquiring ownership thereof are available to the City. 4. 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 will assist in the elimination of one or more blighting conditions inside the Redevelopment Project Area, and is 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. 5. This City Council consents to the Agency's use of its authority under the Community Redevelopment Law to enter into the Acquisition Agreement. 6. The terms and provisions of the Cooperation Agreement in the form presented to this City Council, is approved and the Mayor is authorized and directed to execute, and the City Clerk to attest, the Cooperation Agreement on behalf of the City. rd 7. Except as may otherwise be provided in the Cooperation Agreement, the City Manager is authorized and directed to execute on behalf of the City all documents necessary and appropriate to carry out and implement the Cooperation Agreement and to administer the City's obligations, responsibilities and duties to be performed thereunder. ADOPTED this 14 day of December, 2010. ATTEST: Mary City Cierk, C ty of Orange I, MARY E. MURPHY, City Clerk of the City of Orange, California, do hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at a regular meeting thereof held on the 14 day of December, 2010, by the following vote: AYES: COUNCILMEMBERS: Whitaker, Smith, Cavecche, Dumitru NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: None ABSTAIN (RECUSED): COUNCILMEMBERS: Bilodeau L "jf -:2e- Mary y, City of Orange