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Home My WebLink About06-11-1990 Item #I-2T Y CITY OF NEWPORT BEACH OFFICE OF THE CITY ATTORNEY June 6, 1990 TO: Mayor and Members of the City Council FROM: Robert H. Burnham SUBJ: Library Exchange Agreement C--2-,F7_3 I -2 BY THE CFTC CITY OF NEWPORT BEACH 1 1 1990 1 rlfsC111` . The City Council has twice considered, and commented on, the proposed Library Exchange Agreement. The proposed Agreement has been revised to respond to Council concerns and the revisions are shown on the pages attached to this memo. The modifications can be summarized as follows: 1. Civic Plaza Development Approvals. The additional entitlement in Civic Plaza must be planned and constructed at intensities similar to existing development. 2. Newport Village Development Approvals. Transferred entitlement must be planned and constructed as existing development, must conform to the Newport Center Sight Plane, and the Council has modified site plan review authority. TIC must comply with the TPO, but the traffic analysis shall assume completion of Pelican Hill Road and other major improvements. TIC may begin construction of, but not occupy, transferred entitlement prior to completion of Pelican Hill Road. The City is required to expedite completion of a double right turn lane at the northeasterly corner of San Joaquin Hills Road and MacArthur Boulevard - the only Newport Beach improvement necessary to comply with the TPO according to preliminary analysis. 3. Subdivision Maps. Minor, non - substantive amendments conform TIC's obligations to comply with map conditions to limitations on our authority to impose conditions. I, os) — a — Power of Termination. TIC is required to fully reimburse COP holders preliminary to any exercise of its power to terminate our interest in the New Library Site in the event the City is in default. The revised Exchange Agreement still obligates the Council to override the TPO if necessary to approve additional Civic Plaza entitlement. Assuming TIC satisfies its obligations, the Council has no right to terminate the Agreement. There is no provision for reconveyance of the Old Library Site if, after closing, the City decides not to proceed with the construction of the New Library and, in that event, TIC has the right to terminate our interest in the new site as well. The Council should be fully committed to override the TPO and construct the New Library prior to approval of the Agreement. RECOMMENDATION• It is recommended that the City Council authorize the Mayor and City CleXk to execute the New Central Library Exchange and Transfer Agreements subject to final approval by bond ccunsel_ Robert H. Burnham City Attorney RHB:jg Attachments 0V CITY COUNCIL BY THE CITY COUNCIL Agenda Item No.}- CRY OF NEWPORT BEACH CITY OF NEWPORT BEACH _T - Z JUN 1 X990 i BY THE CITY COUNCIL OFFICE OF THE CITY MANAGER CITY OF NEWPORT BEACH APPRO Y ED May 14, 1990 %SAY I e 1990 1 Y TO: MAYOR AND CITY COUNCIL BY THE CITY COUNCIL FROM: City Manager CITY OF NEWPORT BEACH SUBJECT: LAND EXCHANGE AGREEMENT/ NEWPORT CENTER LIBRARY MAY 2 91990 C - z 'qa3 For a number of months staff of the City has 'been meeting with representatives of The Irvine Company to negotiate the terms of the Land Exchange Agreement in Newport Center to permit the construction of approximately a 50,000 sq.ft. library in the vicinity of MacArthur Boulevard C and PCH. The agreement is now on the agenda for City Council review and approval. The basic provisions of the proposed Land Exchange Agreement are as follows: 1. The City of Newport Beach will exchange the current site on San Clemente Drive consisting of 1.97 acres for a two acre site between MacArthur Boulevard and Avocado Avenue north and adjacent to the new art museum site. 2. The Irvine Company will give to the City an additional two acres north and adjacent to the two acres referenced in No. 1 above. In essence, The Irvine Company is exchanging approximately two acres for two acres, and making a gift of two acres which will have the effect of making available four acres between MacArthur Boulevard and Avocado Avenue for a library site. 3. The exchange and gift will be accomplished through an escrow with 1st American Title Insurance Company. 4. The City will be responsible to prepare the subdivision documents for the new site and The Irvine Company will be responsible to prepare the resubdivision documents for the old site. Each party shall cooperate with one another in preparing the necessary subdivision documents. 5. The exchange and gift land will contain specific land use restrictions giving The Irvine Company the first right of refusal and /or option to repurchase the exchange and gift property if the City in the future does not utilize the land for library purposes and decides to sell the property. f � , -2- 6. On or before ten business days prior to the closing of escrow The Irvine Company shall have obtained from the City of Newport Beach all discretionary land use approvals necessary to construct 65,550 square feet of office space on the old library site and adjacent property owned by The Irvine Company. If necessary, the City will grant an override to the Traffic Phasing Ordinance to permit the construction of 65,550 square feet of office development. The Irvine Company, however, shall pay all fair share fees, transportation corridor fees, building excise tax fees, and other fees required for construction projects. 7. The Irvine Company shall have the right at its sole discretion to transfer entitlements currently existing on the Newport Village site (between MacArthur and Avocado) to the Corporate Plaza Planned Community or Corporate Plaza West. To develop the entitlements an override of the Traffic Phasing Ordinance is not required. However, recognizing that the City's proposed library is 50,000 square feet, the Agreement states that the library shall be considered a committed project and traffic generated by the new library shall not be included in the Traffic Phasing Ordinance analysis for the Newport Village entitlements. For each square foot of Newport Village entitlement that satisfies the TPO an additional square foot shall be deemed to comply with that standard up to a total of 100,000 square feet of entitlement ((y (50,000 sq.ft. x 2). The balance of the 115,000 square feet of entitlement shall be subject to full compliance with the TPO. The Irvine Company shall pay all development costs such as fair share fees, transportation corridor fees, building excise taxes, etc. 8. City shall submit grading, landscaping, hardscaping, and exterior construction of the library including support streets, driveways, curb cuts, entryways, sidewalks, parameter walls, fences, irrigation, drainage systems, monument, directional and other signs, and all like improvements on the new library land to The Irvine Company for review. The Irvine Company has the right of review and approval of the City's plans, but must exercise reasonable discretion consistent with certain design criteria already approved by the Library Board. 9. City shall have the right to lease the old library site for up to thirty -six months while the new library is being constructed. This will assure continued service by the Library Department. If the Orange County Assessor's office does not grant an exception to The Irvine Company for the old library site, the City shall pay taxes during the period in which the City leases the old library site. The rental fee shall be $1.00 per year. (( 10. After opening of escrow The Irvine Company and City will \ each be responsible to obtain the necessary title policies deemed advisable and necessary. If the title policies reveal some undesirable feature, each party shall work diligently and in good faith to resolve the problem. If the problem cannot be resolved, the Land Exchange Agreement can be terminated. t 0 -3- r 11. City agrees to pay a pro rata share of roadway and infrastructure improvements on MacArthur Boulevard and Avocado Avenue. 12. All escrow and closing costs shall be shared 50/50 between The Irvine Company and City. 13. The Irvine Company may cancel the subject agreement if (a) discretionary approvals are not received for the entitlements on Newport Village (between MacArthur and Avocado); (b) discretionary approvals are not received for the Civic Plaza site (old library site); or (c) conditions of agreement are not met by City. This condition is of some concern inasmuch as the City will have committed substantial funds for architectural fees. While the attached agreement poses some risks inasmuch as the City will commit for architectural fees, it is believed that with the good intentions of The Irvine Company and the City, unseen problems can be resolved and the project proceed. The. Irvine Company is committed that an appropriate library is constructed. The City is committed that an appropriate library is constructed. With this underlining commitment by both agencies, I believe the agreement provides the security that is needed. While the agreement does not represent 100% of the ideas of the City for the Land Exchange Agreement, it does represent a negotiated compromise with The Irvine Company. This compromise is considered acceptable by the City's staff responsible for these negotiations. Much has been changed from the original text that favors the City. Certainly the land value of $7.4 million for the new site versus $3.4 million for the old site favors the City. As an interesting aside, the City purchased the old site for $279,500 in 1975. Finally the law firm of Brown .& Divert, recognized authorities in the sale of certificates of participation, have been provided a copy of these land exchange documents. It is their opinion that the documents will permit, with little or no penalty against the City, the sale of certificates of participation as anticipated by the City. However, they desire to review the Agreement again and possibly make recommendations for modification to make certain that the Agreement does not jeopardize a favorable interest rate. r� ROBERT L. WYNN RLW:kf Attachment