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RES-ORA-0386 Owner Participation Agreement With VRSJ LLCRESOLUTION NO. ORA- 0386 A RESOLUTION OF THE ORANGE REDEVELOPMENT AGENCY APPROVING AN OWNER PARTICIPATION AGREEMENT WITH VRSJ LLC, A CALIFORNIA LIMITED LIABILITY COMPANY, FOR THE REDEVELOPMENT OF APPROXIMATELY 3.26 ACRES OF LAND BOUNDED BY MAIN STREET ON THE EAST AND PALMYRA AVENUE ON THE SOUTH IN THE SOUTHWEST REDEVELOPMENT PROJECT.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) (the "CRL"); 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, on November 20, 1984, the City Council of the City of Orange adopted Ordinance No. 37-84 approving the Redevelopment Plan for the Southwest Redevelopment Project, which Redevelopment Plan was amended (i) on July 15. 1986 by Ordinance No. 20-86,ii) on July 5, 1988 by Ordinance No. 24-88, (iii) on November 22, 1994 by Ordinance No. 22-94, and (iv) on July 9, 1996 by Ordinance No. 17-96 (collectively referred to herein as the Redevelopment Plan"), thereby authorizing the Agency to administer the Redevelopment Plan for the Southwest Redevelopment Project (the "Redevelopment Project"); and WHEREAS, the Agency is engaged in activities necessary to carry out and implement the Redevelopment Plan for the Redevelopment Project; and WHEREAS, as authorized by Section 33430 of the CRL, the Agency proposes to convey to VRSJ LLC. a California limited liability company (the "Participant"), certain Agency-owned real property in the Redevelopment Project consisting of approximately .58 acre of land commonly known as 1429 W. Palmyra Avenue (the "Agency Property"), subject to the terms and conditions set forth in a proposed Owner Participation Agreement (the "OPA") for the purpose of implementing Section 33339 of the CRL and the Redevelopment Plan for the Redevelopment Project; and WHEREAS, the Participant owns certain parcels of real property in the Redevelopment Project located adjacent to the Agency Parcel andconsisting of (a)approximately 2.40 acres of land commonly known as 230 approximately .28 acre ofIand commonly known as 274 South Main Street (collectively, the Participant Parcels"); and WHEREAS, the Participant desires to acquire the Agency Parcel and to develop it, along with the Participant Parcels, with two 40,000 square foot medical office buildings,consisting, in the aggregate, of approximately 74,813 square feet of gross leaseable area, a four-level parking structure containing approximately 318 parking stalls, and surfaceparkingaccommodatingapproximately86parkingstalls (the "Project"); and WHEREAS. the OP A by and between the Participant and the Agency has beenpreparedandsubmitted, providing for the conveyance of the Agency Property from the Agency to the Participant for the purchase price and upon the terms stated therein and calling for the proposed redevelopment ofthe Agency Parcel and Participant Parcels with the Project; and WHEREAS, on June 25, 1996, in accordance with the CRL and the California Environmental Quality Act (California Public Resources Code Section 21000 et seq.:CEQA"), the Agency certified the Final Environmental Impact Reports for the Redevelopment Plan for the Southwest Redevelopment Project and the First, Second and Third Amendments thereto (herein collectively referred to as the "Final EIRS"), which Final EIRS examined the impacts associated with the anticipated development of the 3.26 acre Site with office buildings; and WHEREAS, as the lead agency under CEQA and pursuant to the authority granted to it by the Orange Municipal Code, the Planning Commission heretofore considered the proposed Project and Mitigated Negative Declaration 1650-00, including an Initial Study prepared for the Project and comments received during the public review process, and found no substantial evidence that the Project would have a significant impact on the environment.Accordingly, the Planning Commission adopted Mitigated Negative Declaration 1650-00 and approved a Major Site Plan Review for the Project by the adoption of Resolution No. PC 65-00; and WHEREAS. as a responsible agency under CEQA and in accordance with Section 15096 of the State CEQA Guidelines, the Agency has independently reviewed and considered the Mitigated Negative Declaration with the Final EIRS and finds and determines that none of the conditions set forth in Section 15162 of the State CEQA Guidelines calling for the preparation of a supplement to the Final EIRS have occurred; to wit, no new effects could occur or no new mitigation measures are required in connection with the redevelopment of the Site pursuant to the OPA, and potentially significant environmental effects have been reduced to an acceptable level in that all significant environmental effects have been eliminated or substantially lessened. These findings are based upon the record of the joint public hearing, the reasons expressed herein, the Mitigated Negative Declaration adopted by the Planning Commission, the Final EIRS, and the fact that the redevelopment of the Site in accordance with the OP A is within the scope of the redevelopment concept for the Site under the previously approved Third Amendment to the Redevelopment Plan for which the Final EIRS was prepared and certified; and WHEREAS, after publication of notice as required by law, a joint public hearing has been duly held by this Agency and the City Council of the City in accordance with Section 33433 of the CRL on the proposed sale of the Agency Property in accordance with the terms and provisions of the OPA; and WHEREAS, this Agency has duly considered all of the terms and conditions of the proposed OP A and believes that the development of the Property pursuant to the OP A is in the best interests ofthe 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. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Orange Redevelopment Agency, as follows: I. The foregoing recitals are true and correct. 2. The Final EIRS and the Mitigated Negative Declaration were presented to the members of the Board of Directors of the Agency and they have independently reviewed and considered the information contained therein prior to taking any action to approve or conditionally approve the OPA and any other actions, proceedings and matters related thereto. 3. That the Project described in the Mitigated Negative Declaration and the OPA does not involve new environmental impacts not covered in the Final EIRS and will have no significant effect on the environment except as identified and considered in the Final EIRS and the Mitigated Negative Declaration. 4. That for the Project described in the Negative Declaration and the OPA, it is neither necessary nor required that a subsequent or supplemental environmental impact report be prepared. 5. The Agency finds and determines, based upon information contained in the Final EIRS, the Mitigated Negative Declaration and the OPA, that changes or alterations have been required in, or incorporated into, the proposed Project which mitigate or avoid the significant environmental effects thereof as identified in the Final EIRS and the Mitigated Negative Declaration. 6. Accordingly, the Agency Clerk is hereby authorized and directed on behalf of the Agency to file with the Clerk of Orange County a Notice of Determination in accordance with Section l5096(i) of the State CEQA Guidelines. 7. The Agency hereby finds and determines that the sale of the Agency Property to the Participant in accordance with the terms and provisions of the OPA will assist in the elimination of blight for the reasons outlined in the agenda report presented to this Agency and in the swnmary report required by Section 33433 of the CRL. ORA,0386 3 TJR 8. The Agency hereby finds and determines that the consideration to be received by the Agency from the Participant for the sale of the Agency Property in accordance with the terms and provisions of the OPA is not less than the fair reuse value at the use and with the covenants and conditions and development costs authorized by the sale under the terms and conditions of the OPA. 9. The Agency hereby finds and determines that the terms and provisions of the OPA between the Agency and the Participant, with respect to the development of the Project, in the form as submitted by the Executive Director and executed by the Participant, are approved and that the Chairman is authorized to execute, and the Agency Clerk to attest, the OP A on behalf of the Agency. 10. The Chairman is hereby further authorized and directed to execute on behalf of the Agency all documents necessary and appropriate to carry out and implement the OPA and to administer the Agency's obligations, responsibilities and duties to be performed thereunder. ADOPTED this 13th day of February, 2001. ATTEST: C!u4JA~-J{;d~ Cassandra J. Cat rt, Agency Clerk 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 13th day of February, 2001. AYES: NOES: ABSENT: ABSTAIN: DIRECTORS: Slater, Alvarez, Murphy, Coontz DIRECTORS: None DIRECTORS: None DIRECTORS: None ldd~~ Cassandra J. Ca cart, Agency Clerk ORA-0386 4 TJR