HomeMy WebLinkAboutC-2920(A) - Protocol Agreement (Relating to CIOSA)PROTOCOL AGREEMENT
THIS PROTOCOL AGREEMENT (the "Agreement ") is made as 'of
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1995, by and between the City of Newport Beach, a municipal corporation and charter city of the
State of California (the "City"), and The Irvine Company, a Michigan corporation (the "Company ")
RECITALS
A. The City and the Company have heretofore entered into an agreement entitled
"Circulation Improvement and Open Space Agreement" ( "CIOSA)" relating to the development of
certain properties owned by the Company within the City limits of the City.
B. Pursuant to the terms of CIOSA, the Company agreed, among other things, to prepay
certain fees, construct certain frontage improvements and advance funds to the City for the
construction of circulation improvements; and the City agreed, among other things, to consider the
formation of a community facilities district to finance such obligations of the Company.
C. The Company has filed with the City a petition requesting the formation of a financing
district similar to a community facilities district for the purposes described above (the " CIOSA
District "); and, in response to said petition, the City has formed the CIOSA District and anticipates
the levy of a special tax (the "Special Tax ") on property located within the CIOSA District (the
"Property") pursuant to the Rate and Method of Apportionment of Special Tax attached hereto as
Exhibit "A" (the "Rate and Method ") and the issuance of bonds on behalf thereof (the 'Bonds ").
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D. This Agreement is intended to implement various provisions of CIOSA by
establishing financing mechanisms to ensure the pre - payment of fees, construction of frontage
improvements and advancement of funds. The parties intend that this 'financing, to the extent
feasible, be accomplished through the imposition of a Special Tax on Developed Property. To that
end, City will use its best efforts to schedule applications for funding, the award of construction
contracts, and commencement of construction of circulation system improvements such that amounts
that otherwise would have been drawn by the City against the Advance can be financed through
bonds which will be repaid through the imposition of a Special Tax only on Developed Property.
However, the parties acknowledge that unanticipated and unforeseen circumstances could occur in
the future which would make it infeasible to utilize the financing methods described in this
Agreement to satisfy Company's funding and financing obligations pursuant to CIOSA and, in such
event, Company will remain obligated to satisfy its funding obligations pursuant to CIOSA.
AGREEMENT
NOW, THEREFORE, IN CONSIDERATION of the above recitals and the covenants and
conditions contained herein, the parties agree as follows:
1. Definitions. Except as provided in Subsections (1)A and (1)B, all capitalized terms
used in this Agreement shall have the meanings ascribed to them in CIOSA or the Rate and Method,
as the case may be:
(a) The term "Frontage Improvement" shall have the meaning specified in CIOSA provided,
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however, the improvements described in CIOSA were predicated on then current site plans
and conditions and the parties assumed that modification of the precise nature and location
of Frontage Improvements would change with the development of more detailed plans, the
approval of tentative tract maps, changed conditions or related projects. Accordingly, the
term Frontage Improvement may be clarified by memorandum pursuant to Subsections 5(B)
-and 5(I-I).
(b) The term "Administrative Expenses" shall include any reasonably necessary or
appropriate expenses incurred by the City in performing any duty or obligation required by
the CIOSA District, this Agreement, the levy of the Special Tax, or the issuance of Bonds.
For purposes of this Agreement, the parties shall be deemed to have satisfied any
requirement or obligation if that party caused or permitted the requirement to be satisfied.
2. CIOSA District Improvement Fund. The City will establish and maintain, separate
and apart from all other funds and accounts, a special fund to be known as the CIOSA District
Improvement Fund.
The City will deposit the following into the CIOSA District Improvement Fund:
(a) Net proceeds from the sale of Bonds deducting: (i) the cost of issuance (including any
underwriter's discount) and administrative expenses with respect thereto; (ii) an amount
representing capitalized interest on the Bonds; and (iii) the amount required to fund any
applicable reserve fund with respect to the Bonds.
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(b) The amount of Special Taxes (levied pursuant to the Rate and Method) collected in any
Fiscal Year which exceed the amount of Special Taxes required (i) to pay principal of, and
interest on, the Bonds coming due in the Bond Year which ends in the following Fiscal Year
or which came due prior to that Bond Year but were not paid when due, (ii) to make any
deposits required to be made into any applicable bond reserve fund and (iii) to pay
Administrative Expenses for the Bond Year referred to in clause (i) or for any prior Bond
Year which were not paid when due;
(c) prepaid Special Taxes to the extent described in Section 3 hereof;
(d) fifty percent (50 %) of the Fair Share Fees (or their equivalent) collected by the City each
Fiscal Year (or portion of the Fiscal Year subsequent to the Effective Date), except Fair
Share Fees attributable to the Property, but only to the same extent required pursuant to
Section 3.7 of CIOSA, The Fair Share Fees are to be deposited on or about June 30th of
each year during the term of CIOSA; and
(e) earnings derived from the investment of amounts on deposit in the CIOSA District
Improvement Fund.
Moneys on deposit in the CIOSA District Improvement Fund shall be set aside and/or
withdrawn pursuant to Section 5 and the provisions of CIOSA.
3. Prepaid Special Taxes. Special Taxes which are prepaid pursuant to the provisions
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of paragraphs (1) and (2) of Section H of the Rate and Method shall be deposited into the CIOSA
District Improvement Fund. In the case of Special Taxes which are prepaid pursuant to the
provisions of paragraph (3) of Section H of the Rate and Method, if the gggregate amount of the
Maximum Special Taxes applicable in the Fiscal Year following such prepayment to all Assessor's
Parcels which are Developed Property at the time of such prepayment would be less than 110% of
the principal of and interest on Bonds coming due in the Bond Year which ends in the second Fiscal
Year following such prepayment, then the amount of such prepaid Special Taxes shall be applied to
the redemption of Bonds in advance of their maturities; otherwise the amount of the Special Taxes
shall be deposited into the CIOSA District Improvement Fund.
4. Amounts in Excess of Requirement. Notwithstanding the provisions of Sections (2)
and (3), any portion of any amount otherwise required to be deposited into the CIOSA District
Improvement Fund which exceeds the amount necessary to reduce the CIOSA District Improvement
Fund Requirement to zero shall not be deposited therein, but instead shall be applied to the
redemption of Bonds in advance of their maturity.
5. CIOSA Improvements /Procedures: CIOSA requires Company to pre -pay Fair Share
Fees, construct frontage improvements, and provide City with a no- interest loan for the construction
of circulation system improvements, with the loan to be repaid by fees collected by City pursuant
to the Fair Share Traffic Contribution Ordinance based on development on parcels other than the
Property. City and /or Company shall do the following to implement CIOSA obligations and
maximize City's ability to use CIOSA funds to construct improvements that will benefit the Property
and the public:
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A. Prior to the first sale of Bonds, and thereafter prior to the Public Works Director's submittal
of the proposed Capital Improvement Budget to the City Manager, City and Company shall
meet and confer on the following: (i) circulation system and Frontage Improvements that
should be constructed during the upcoming Fiscal Year; (ii) the estimated cost of the
proposed circulation system improvements and Frontage Improvements; (iii) methods by
which the City can maximize the number and magnitude of circulation system improvements
and Frontage Improvements by combining solely the proceeds of Bonds repaid by the Special
Tax on Developed Property with funds from other sources, or integrating construction with
other projects; (iv) estimating the amount of Bonds to be issued to ensure that the net
proceeds are sufficient to fund the cost of circulation system improvements and Frontage
Improvements. City shall, subject to availability, use funds in the Fair Share Traffic
Contribution account to fund any shortfall between the cost of constructing circulation system
improvements and Frontage Improvements and the net proceeds of the relevant Bond issue.
City and Company shall, from time to time, each have the obligation to meet and confer,
upon reasonable request of the other, to discuss one or more of the items specified in
subparagraphs (i - iv);
B. Company and the City shall, no less than once each fiscal year during the term of CIOSA,
meet and confer relative to the precise Frontage Improvements Company will be required to
construct. Modifications to the Frontage Improvements shall be made as necessary to
conform to or accommodate new site plans, changed conditions, or related projects.
C. Circulation system improvements equal in cost to the amount of the Fair Share Fees
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Company is required to pay pursuant to CIOSA shall be funded out of the proceeds of the
first sale of Bonds and Company shall have no further Fair Share fee obligation pursuant to
CIOSA or the Fair Share Traffic Contribution Ordinance for the Property if the net proceeds
of the initial Bond issue attributable to Fair Share Traffic Contribution circulation system
improvements equals or exceeds $1,600,889;
D. Pursuant to CIOSA, City has the right to substitute circulation related improvements for those
identified in the Traffic Study prepared by the City. City and Company shall meet and
confer relative to circulation related improvements that satisfy the criteria specified in Section
2.4(C) of CIOSA. City shall serve written notice on Company of circulation related
improvements to be substituted for those identified in the Traffic Study and the failure of
Company to object to the substitution within ten days after written notice shall be deemed
consent to the substitution. City shall consider, in good faith, any request or
recommendation of Company for substitution of improvements.
E. Company's obligations to advance funds pursuant to CIOSA shall be reduced to the extent
City has approved, by separate agreement between Company and the City, the construction
of circulation system improvements by others which would or could be funded by, and are
consistent with, the provisions of CIOSA.
F. Company shall not be entitled to any reimbursement for Fair Share Fees paid to City
pursuant to CIOSA for any development on the Property.
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G. City and Company have met and conferred regarding adjustments to the Advance pursuant
to Section 2.4 of CIOSA and have determined that the CHO Index does not provide a
reasonable basis for any increase or decrease in the Advance.
H. The parties shall prepare appropriate memorandum memorializing implementation decisions
reached pursuant to the provisions of this Section and the memorandum shall be attached to
this Agreement as an exhibit. City shall incorporate all such memorandum in the material
submitted to the City Council in conjunction with the annual review of CIOSA.
6. Satisfaction of Advance. The formation of the CIOSA District and the authority
conferred upon the City Council in connection therewith to levy the Special Tax on the Property and
to issue Bonds secured thereby as described in this Agreement provide the City a source of funds
with which to pay for the circulation system improvements contemplated in CIOSA. It is the
intention of the parties that the City look first to the Special Tax and to Bond proceeds as a source
of such funds before drawing on the Advance. Accordingly, the City will not request direct
payments from the Company against the Advance unless: (i) it has issued Bonds in an aggregate
principal amount substantially equivalent to the maximum amount permitted by the Rate and Method
and this Agreement, but the CIOSA District Improvement Fund Requirement has not been reduced
to zero or (ii) it determines that the issuance of Bonds is not feasible.
7. Financial Information. The City will make available, to the Company monthly
reporting of fund and account balances relating to the CIOSA District including but not limited to:
(a) the CIOSA District Improvement Fund information including activity and balances,
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(b) construction funds and accounts and related cost accounting information, (b) Bond reserve fund
activity and balances, (c) Bond debt service fund activity and balances, and (d) Bond principal
outstanding and interest disbursements. In addition, the City will make adailable to the Company,
at the reasonable request of the Company, reports showing receipts of Fair Share Fees (or their
equivalent) with respect to properties other than the Property.
8. No Third Party Beneficiaries. The only parties to this Agreement are the City and
the Company. There are no third party beneficiaries; and this Agreement is not intended, and shall
not be construed, to benefit or be enforceable by any other person whatsoever.
9. Notices. Any and all notices, demands or other communications required or desired
to be given hereunder by either parry shall be in writing and shall be validly given or made to
another party if given by personal delivery, telex, facsimile, telegram, or if deposited in the United
States mail, certified or registered, postage prepaid, return receipt requested. If such notice, demand
or other communication be given by personal delivery, telex, facsimile or telegram, notice shall be
conclusively deemed made at the time of such delivery. If such notice, demand or other
communication be given by mail, it shall be conclusively deemed given forty-eight (48) hours after
the deposit thereof in the United States mail addressed to the party to whom such notice, demand or
other communication is to be given as follows:
To the City: City of Newport Beach
3300 Newport Boulevard
Newport Beach, California 92663 -3884
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Attention: City Manager
With a copy to: City of Newport Beach ,
3300 Newport Boulevard
Newport Beach, California 92663 -3884
Attention: City Attorney
To the Company: The Irvine Company
550 Newport Center Drive
Newport Beach, California 92660
Attention: Vice President of Public Finance
With a copy to: The Irvine Company
550 Newport Center Drive
Newport Beach, California 92660
Attention: General Counsel, Land Development Companies
Either party may change its address for the purpose of receiving notices, demands and other
communications by a written notice given in the manner aforesaid to the other party or parties
hereto.
10. Governing Law. This Agreement shall, in all respects, be governed by the laws of
the State of California.
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11. Further Assurances. Each of the parties shall execute and deliver any and all
additional papers, documents, and other assurances, and shall do any and all acts and things
reasonably necessary in connection with the performance of its obligation§ hereunder and to carry
out the intent of the parties.
12. Amendment. No amendment, change or modification of this Agreement shall be valid
unless in writing-and signed by both of the parties.
13. Successors and Assigns. All of the terms and provisions contained herein shall inure
to the benefit of and shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns.
14. Counteroarts. This Agreement may be executed in any number of counterparts, each
of which shall be deemed an original, but all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their
respective officers thereunto duly authorized, as of the date first above written.
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CITY OF NEWPORT BEACH
By: � A ,
Its: A%
ATTEST:
Wanda a
City Clerk
APPROVED AS TO FORM:
Robert E. Burnham
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THE IRVINE COMPANY
BERNARD A. MANISCAEW
President, Coastal Community Builder3a
a division of The Irvine Company
tHOMAS SAKAI
ASSISTANT SECRSTARy
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AMENDED AND RESTATED
RATE AND METHOD OF APPORTIONMENT
FOR CITY OF NEWPORT BEACH
SPECIAL DVIPROVE LENT DISTRICT NO. 95-1 ( CIOSA)
A Special Tax (the 'Special Tax ") shall be levied and collected in Newport Beach Special
Improvement District No. 95 -1 ( CIOSA) (the " CIOSA District ") each Fiscal Year in an amount
determined by the City Council of the City of Newport Beach, or its designee, as described
below. Commencing in Fiscal Year 1995 -96 all of the property within the CIOSA District shall
be subject to the Special Tax for the purposes, to the extent and in the manner herein provided.
A. Definitions
The terms hereinafter set forth have the following meanings:
"Administrative Expenses" means any reasonably necessary or appropriate expenses
incurred by the City in the administration of the CIOSA District.
"Advance Amount" means the amount of the Advance as defined in the CIOSA
Agreement.
"Assessor's Parcel" means a lot or parcel with an assigned Assessor's Parcel number
shown in an Assessor's Parcel Map.
"Assessor's Parcel Map" means an official map of the County Assessor of the County of
Orange designating parcels by Assessor's Parcel numbers.
"Bayview Landing" means that portion of the CIOSA District described in Exhibit A
hereto.
"Block 800" means that portion of the CIOSA District described in Exhibit A hereto.
"Bond Year" means, with respect to each issue of Bonds, the period which commences on
the date on which such Bonds are issued and, subsequent to such issuance, on each September 2,
and ends on the following September 1.
"Bonds" means bonds, notes or other evidences of indebtedness issued by or on behalf of
the CIOSA District pursuant to the Code which are payable from Special Taxes.
" CIOSA Agreement" means the Circulation Improvement and Open Space Agreement
dated June 30, 1993 by and between the City and The Irvine Company as the same may be
amended from time to time.
" CIOSA Agreement Amount" means the sum of (a) the Fair Share Fees Amount, (b) the
Frontage Improvements Amount and (c) the Advance Amount.
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" CIOSA District" means Newport Beach Special Improvement District No. 95 -1
( CIOSA) as formed by the City pursuant to the Code and as it may be amended from time to
time.
" CIOSA District Improvement Fund" means the fund established'and maintained by or
on behalf of the. City separate and apart from its other funds and accounts into which money is to
be deposited and from which money is to be expended as provided herein and as may be
provided in an agreement by and between the City and The Irvine Company.
" CIOSA District Improvement Fund Requirement" means, as of any date of calculation,
the CIOSA Agreement Amount as of such date, less the total amount deposited in the CIOSA
District Improvement Fund on or before such date from (a) proceeds from the sale of Bonds,
(b) Special Taxes, (c) the prepayment of Special Taxes, (d) repayments from the City pursuant to
Section 3.7 of the CIOSA Agreement and (e) earnings derived from the investment of amounts on
deposit in the CIOSA District Improvement Fund.
"City" means the City of Newport Beach.
"City Council" means the City Council of the City of Newport Beach, acting as the
legislative body of the CIOSA District, or its designee.
"City Engineer" means the City Engineer of the City or such other person or firm as may
from time to time be authorized and directed by the City Council to undertake the duties of the
City Engineer hereunder.
"Code" means the City of Newport Beach Special Improvement District Financing Code.
"Corporate Plaza" means that portion of the CIOSA District described in Exhibit A
hereto.
"Corporate Plaza West" means that portion of the CIOSA District described in Exhibit A
hereto.
"Debt Service Requirement" means for each Fiscal Year the sum of (a) one hundred
percent (100%) of the principal of and interest on Bonds coming due in the Bond Year which
ends in the next subsequent Fiscal Year, except to the extent such principal or interest is expected
to be paid from proceeds from the sale of Bonds or other amounts then available in the applicable
debt service fund for such purpose, (b) the product of the amount described in clause (a) times
the larger of (i) the rate of delinquency in the payment of the Special Tax during the Fiscal Year
immediately preceding the Fiscal Year for which the Debt Service Requirement is being
determined or (ii) ten percent (10 %), (c) the sum of all deposits then required to be made into
any reserve fund established with respect to any Bonds, and (d) the reasonably estimated
Administrative Expenses for the Bond Year referred to in clause (a).
"Developed Property" means for any Fiscal Year all Taxable Property within a Zone in
which is located an Assessor's Parcel for which a building permit (other than a building permit
for a structure in a model home complex) was issued prior to May 1 of the preceding Fiscal
Year.
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"Fair Share Fees Amount" means the total amount of the Fair Share Fees as defined in the
CIOSA Agreement.
"Fiscal Year" means the period starting July 1 and ending on the. following June 30.
"Freeway Reservation" means that portion of the CIOSA District described in Exhibit A
hereto.
"Frontage Improvements Amount" means the total cost of the Frontage Improvements as
defined in the CIOSA Agreement.
"Initial Final Subdivision Map" means for each Zone the first final subdivision map
permitting the sale of lots for single family residential uses within the Zone.
"Maximum Special Tax" means the highest Special Tax, determined in accordance with
Sections C and H, that can be levied by the City Council on an Assessor's Parcel in any Fiscal Year.
"Newport Village - PCH/MacArthur" means that portion of the CIOSA District described
in Exhibit A hereto.
"Newporter North" means that portion of the CIOSA District described in Exhibit A hereto.
"Parcel Area" means the square footage of an Assessor's Parcel determined by the City
Engineer from the subdivision map or parcel map creating such Assessor's Parcel.
"Property Owner Association Property" means any Assessor's Parcel which is owned by a
property owner association or which the City Engineer determines from the subdivision map or
parcel map creating such Assessor's Parcel is intended to be so owned.
"Proportionately" means, with respect to Developed Property, that the ratio of the actual
Special Tax levy to the Maximum Special Tax is equal for all Assessor's Parcels and, with respect
to Undeveloped Property, means that the ratio of the actual Special Tax levy to the Maximum Special,
Tax is equal for all Assessor's Parcels. '
"Public Property" means any property within the boundaries of the CIOSA District owned
by or dedicated to the federal government, the State of California, the City or any other public
agency, provided that any leasehold or other possessory interest in such property (which leasehold
or other possessory interest is not owned by a public agency) shall not be considered Public
Property.
"San Diego Creek" means that portion of the CIOSA District described in Exhibit A hereto.
"Share of Zone Area" shall mean:
(1) in the case of an Assessor's Parcel within a Zone which contains no Single Family
Residential Property, the quotient obtained by dividing the Parcel Area of the Assessor's
Parcel by the Zone Area of the Zone; and
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(2) in the case of an Assessor's Parcel within a Zone which contains any Single
Family Residential Property:
(a) prior to the recordation of the Initial Final Subdivision Map, the quotient
obtained by dividing the Parcel Area of the Assessor's Parcel by the Zone Area of
the Zone;
(b) from and after the recordation of the Initial Final Subdivision Map, but
(in the case of any Assessor's Parcel within the Zone not included within the Initial
Final Subdivision Map) prior to the recordation of a Subsequent Final Subdivision
Map:
(i) for each Assessor's Parcel included within the Initial Final
Subdivision Map which is Taxable Property other than Single Family
Residential Property, the quotient obtained by dividing the Parcel Area of the
Assessor's Parcel by the sum of the aggregate Parcel Area of all Assessor's
Parcels included within the Initial Final Subdivision Map which are Taxable
Property plus the aggregate area which the City Engineer estimates (pursuant
to clause (iii) hereof), at the time Initial Final Subdivision Map is recorded,
will be Taxable Property of all Assessor's Parcels not included within the
Initial Final Subdivision Map;
(ii) for each Assessor's Parcel included within the Initial Final
Subdivision Map which is Single Family Residential Property, the product of
a fraction the numerator of which is the aggregate Parcel Area of all
Assessor's Parcels included within the Initial Final Subdivision Map which
are Single Family Residential Property.and the denominator of which is the
sum of the aggregate Parcel Area of all Assessor's Parcels included within the
Initial Final Subdivision Map which are Taxable Property plus the aggregate
area which the City Engineer estimates (pursuant to clause (iii) hereof), at the
time Initial Final Subdivision Map is recorded, will be Taxable Property of
all Assessor's Parcels not included within the Initial Final Subdivision Map,
times a fraction the numerator of which is one (1) and the denominator of
which is the number of Assessor's Parcels included within the Initial Final
Subdivision Map which are Single Family Residential Property; and
(iii) for each Assessor's Parcel within the Zone not included within
the Initial Final Subdivision Map, the quotient obtained by dividing the area
of the portion thereof which the City Engineer estimates, at the time the
Initial Final Subdivision Map is recorded, will be Taxable Property upon the
subdivision thereof by the sum of the aggregate Parcel Area of all Assessor's
Parcels included within the Initial Final Subdivision Map which are Taxable
Property plus the aggregate area which the City Engineer estimates, at the
time Initial Final Subdivision Map is recorded, will be Taxable Property of
all Assessor's Parcels within the Zone not included within the Initial Final
Subdivision Map; and
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(c) subsequent to the recordation of each Subsequent Final Subdivision Map
(in each case, for Assessor's Parcels within the Zone which had not theretofore been
included within either the Initial Final Subdivision Map or a Subsequent Final
Subdivision Map):
(i) for each Assessor's Parcel included within such Subsequent Final
Subdivision Map which is Taxable Property other than Single Family
Residential Property, the product of a fraction the numerator of which is the
Parcel Area of the Assessor's Parcel and the denominator of which is the
actual total of the area of all the Assessor's Parcels included in such
Subsequent Final Subdivision Map which are Taxable Property, times a
fraction the numerator of which is the area which the City Engineer estimated
would be Taxable Property pursuant to clause (b)(iii) of all the Assessor's
Parcels included in such Subsequent Final Subdivision Map (as a whole, and
not individually) and the denominator of which is the sum of the aggregate
Parcel Area of all Assessor's Parcels described in clauses NO and (b)(ii)
plus the aggregate area which the City Engineer estimated pursuant to clause
(b)(iii) would be Taxable Property of all Assessor's Parcels within the Zone
which were not included within the Initial Final Subdivision Map;
(ii) for each Assessor's Parcel included within the Subsequent Final
Subdivision Map which is Single Family Residential Property, the product of
a fraction the numerator of which is the total Parcel Area of all Assessor's
Parcels included within the Subsequent Final Subdivision Map which are
Single Family Residential Property and the denominator of which is the actual
total of the area of all the Assessor's Parcels included in such Subsequent
Final Subdivision Map which are Taxable Property, times a fraction the
numerator of which is the area which the City Engineer estimated would be
Taxable Property pursuant to clause ( b)(iii) of all the Assessor's Parcels
included in such Subsequent Final Subdivision Map (as a whole, and not
individually) and the denominator of which is the sum of the aggregate Parcel
Area of all Assessor's Parcels described in clauses (b)(i) and (b)(ii) plus the
aggregate area which the City Engineer estimated pursuant to clause (b)(iii)
would be Taxable Property of all Assessor's Parcels within the Zone which
were not included within the Initial Final Subdivision Map, times a fraction
the numerator of which is 1 and the denominator of which is the number of
Assessor's Parcels which are included within such Subsequent Final
Subdivision Map and which are Single Family Residential Property; and
(iii) for each Assessor's Parcel within the Zone which is not included
within such Subsequent Final Subdivision Map, the quotient obtained by-
dividing the area of such Assessor's Parcel which the City Engineer estimated
would be Taxable Property pursuant to clause (b)(iii) by the sum of the
aggregate Parcel Area of all Assessor's Parcels described in clauses (b)(i) and
(b)(ii) plus the aggregate area which the City Engineer estimated pursuant to
clause (b)(iii) would be Taxable Property of all Assessor's Parcels within the
Zone which were not included within the Initial Final Subdivision Map.
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"Single Family Residential Property' means all Assessor's Parcels which are used, or are
permitted under the City's planning and zoning laws to be used, as the site of one single family
dwelling unit (either detached or attached) or a condominium unit, provided that Single Family
Residential Property shall not include any Assessor's Parcel which is Property Owner Association
Property or Public Property.
"Special Tax" means the Special Tax, if any, to be levied in each Fiscal Year on each
Assessor's Parcel within the CIOSA District.
"Special Tax Reduction" means the product of 0.69 times a fraction the numerator of which
is $14,300,000 minus the Advance Amount and the denominator of which is $14,300,000.
"Subsequent Final Subdivision Map" means for each Zone a final subdivision map permitting
the sale of lots for single family residential uses within the Zone which is recorded subsequent to the
Initial Final Subdivision Map.
"Taxable Property" means all of the Assessor's Parcels within the boundaries of the CIOSA
District which are not exempt from the Special Tax pursuant to law or Section E below.
"Undeveloped Property" means for any Fiscal Year all Taxable Property which is not
classified as Developed Property for such Fiscal Year.
"Upper Castaways" means that portion of the CIOSA District described in Exhibit A hereto.
"Zone" means Bayview Landing, Block 800, Corporate Plaza, Corporate Plaza West,
Freeway Reservation, Newport Village - PCHIMacArthur, Newporter North, San Diego Creek or
Upper Castaways, as the case may be.
"Zone Area" means the sum of the Parcel Area of each Assessor's Parcel of Taxable
Property included in such Zone.
"Zone Prepayment Amount" means the respective amount set forth in the following table
minus the product of such amount times the Special Tax Reduction, if any:
Zone
Bayview Landing
Block 800
Corporate Plaza
Corporate Plaza West
Freeway Reservation
Newport Village - PCH/MacArthur
Newporter North
San Diego Creek
Upper Castaways
Prepayment Amount
$ 95,000
1,370,000
1,400,000
1,925,000
1,585,000
2,575,000
7,950,000
2,890,000
6,960,000
"Zone Special Tax" means, for Fiscal Year 1995 -96, the respective amount set forth in the
following table and, for each Fiscal Year subsequent to Fiscal Year 1995 -96, one hundred two
A -6
0 0
percent (102%) of the amount for the preceding Fiscal Year, minus in each case the product of such
amount (as increased in each Fiscal Year) times the Special Tax Reduction, if any.
Zone
Bayview Landing
Block 800
Corporate Plaza
Corporate Plaza West
Freeway Reservation
Newport Village - PCH/MacArthur
Newporter North
San Diego Creek
Upper Castaways
B. Determination as to Type of Property
Special Tax
$ 7,200
105,350
107,572
147,911
121,830
197,855
610,900
222,300
534,786
For each Fiscal Year, all Taxable Property within the CIOSA District shall be classified as
Developed Property or Undeveloped Property and shall be subject to the Special Tax in accordance
with the rate and method of apportionment determined pursuant to Sections C, D and H below.
C. Maximum Special Tax Rate
The Maximum Special Tax in each Fiscal Year for an Assessor's Parcel of Taxable Property
shall be the product obtained by multiplying the Share of Zone Area for such Assessor's Parcel times
the Zone Special Tax then applicable to the Zone in which such Assessor's Parcel is located.
Notwithstanding the foregoing, the Maximum Special Tax for an Assessor's Parcel shall be reduced
to reflect a prepayment of the Special Tax applicable thereto as provided for in Section H.
D. Method of Apportionment of Special Tax
For each Fiscal Year, commencing with Fiscal Year 1995 -96 until the earlier of (i) the date
on which the CIOSA District Improvement Fund Requirement has been reduced to zero and there
are no Bonds outstanding, or (ii) June 30, 2036, the City Council shall levy the Special Tax as
follows:
k t: Until the CIOSA District Improvement Fund Requirement has been reduced to zero,
the Special Tax shall be levied on each Assessor's Parcel of Developed Property at a rate equal to
its Maximum Special Tax;
Second: To the extent additional money is needed in order to equal the Debt Service
Requirement prior to the reduction of the CIOSA District Improvement Fund Requirement to zero,
the Special Tax shall be levied Proportionately on all Undeveloped Property in an amount not in
excess of the Maximum Special Tax;
Third: After the CIOSA District Improvement Fund Requirement has been reduced to zero,
the Special Tax shall be levied Proportionately on each Assessor's Parcel of Developed Property such
that the total thereof will equal the Debt Service Requirement, provided, however, that in no event
shall the amount of the Special Tax so levied exceed the Maximum Special Tax; and
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• 0
Fourth: After the CIOSA District Improvement Fund Requirement has been reduced to zero,
to the extent additional money is needed in order to equal the Debt Service Requirement, the Special
Tax shall be levied Proportionately on all Undeveloped Property, provided, however, that in no event
shall the amount of the Special Tax so levied exceed the Maximum Special Tax.
E. Exemptions
The City Council shall not levy a Special Tax on either (a) Property Owner Association
Property, except the Property Owner Association Property within a Zone which was included in the
estimate of Taxable Property made pursuant to clause (b)(iii) of the definition of "Share of Zone
Area" and which first became Property Owner Association Property subsequent to the date of
recordation of the Initial Final Subdivision Map or (b) Public Property, except the Public Property
within a Zone which was included in the estimate of Taxable Property made pursuant to clause
( b)(iii) of the definition of "Share of Zone Area" and which first became Public Property subsequent
to the date of recordation of the Initial Final Subdivision Map as a result of acquisition through a
negotiated transaction (other than the CIOSA Agreement) or by gift or devise or through eminent
domain proceedings, provided that in the case of such property acquired through eminent domain
proceedings the obligation to pay the Special Tax shall be treated as if it were a special annual
assessment.
F. Appeals
Any landowner or resident who feels that the amount of the Special Tax is in error may file
a notice with the CIOSA District appealing the amount of the Special Tax; provided, however, that
if Bonds are outstanding any appeal must be accompanied by payment in full of the actual Special
Tax levied. A representative of the CIOSA District will then review the appeal and, if necessary,
meet with the applicant. If the findings of the CIOSA District representative verify that the amount
of the Special Tax should be modified or changed, then, as appropriate, the Special Tax levy shall
be corrected, or if the amount has been paid, then it shall be refunded from available Special Taxes
levied and collected in the following Fiscal Year.
G. Manner of Collection
The Special Tax will be collected in the same manner and at the same time as ordinary ad
valorem property taxes, provided, however, the CIOSA District may collect Special Taxes at a
different time or in a different manner if necessary to meet its financial obligations and may covenant
to foreclose on delinquent parcels as permitted by the Code.
H. Prepayment of Special Tax
1. Prior to Issuance of Bonds - Developed Property and Undeveloped Property: Prior to
the initial issuance of Bonds, the Special Tax applicable to any Assessor's Parcel may be prepaid in
whole by paying to the City Treasurer seventy-seven percent (77%) of the product obtained by
multiplying the Share of Zone Area for such Assessor's Parcel times the Zone Prepayment Amount
applicable to the Zone in which such Assessor's Parcel is located. Prior to the initial issuance of
Bonds, the Special Tax applicable to any Assessor's Parcel may be prepaid in part by paying to the
City Treasurer a specific dollar amount in lieu of the amount determined pursuant to the preceding
sentence; and from and after the City Treasurer's receipt of such partial prepayment, the Maximum
A -8
Special Tax applicable to such Assessor's Parcel shall be the product of the Maximum Special Tax
which would have otherwise been applicable thereto times a fraction the numerator of which is the
specific amount paid in lieu of the amount described in the first sentence of this paragraph and the
denominator of which is the amount described in said sentence.
,5.
2. After Issuance of Bonds - Undeveloped Property If Test Met: Subsequent to the initial
issuance of Bonds, if the aggregate amount of the Special Taxes applicable to all Developed Property
is sufficient to satisfy the Debt Service Requirement for the Bonds then outstanding in the then
current Fiscal Year and each Fiscal Year thereafter (determined without any credit for capitalized
interest), the Special Tax applicable to any Assessor's Parcel which is then classified as Undeveloped
Property may be prepaid in whole by paying to the City Treasurer seventy-seven percent M %) of
the product obtained by multiplying the Share of Zone Area for such Assessor's Parcel times the
Zone Prepayment Amount applicable to the Zone in which such Assessor's Parcel is located. Under
the circumstances described in the preceding sentence, the Special Tax applicable to any Assessor's
Parcel may be prepaid in part by paying to the City Treasurer a specific dollar amount in lieu of the
amount determined pursuant to the preceding sentence; and from and after the City Treasurer's
receipt of such partial prepayment, the Maximum Special Tax applicable to such Assessor's Parcel
shall be the product of the Maximum Special Tax which would have otherwise been applicable
thereto times a fraction the numerator of which is the specific amount paid in lieu of the amount
described in the first sentence of this paragraph and the denominator of which is the amount
described in said sentence.
3. After Issuance of Bonds - Developed Property and Undeveloped Property If Test Not
Met: Except as otherwise provided in the preceding two paragraphs, the Special Tax applicable to
any Assessor's Parcel may be prepaid in whole by paying to the City Treasurer the sum of.
(a) The remainder of (i) the product obtained by multiplying the Share of Zone
Area for such Assessor's Parcel times the Zone Prepayment Amount applicable to the Zone
in which such Assessor's Parcel is located minus (ii) the portion of said product which would
have been amortized as principal through the application of the portion of the Special Taxes
attributable to the principal of and interest on Bonds theretofore paid with respect to said
Assessor's Parcel (as determined by the City Treasurer) assuming that said product had
borne interest at an annual rate equal to the highest rate borne by any Bond (or, if no Bond
is then outstanding, nine percent (9 %)) and that it had been payable in annual installments
(each of which is two percent (2 %) larger than the prior year's installment) over the same
number of years as the Bond with the longest maturity, measured from the date of issuance
of such Bond (or, if no Bond is then outstanding, twenty-five (25) years); provided that, in
the case of an Assessor's Parcel which is then classified as Developed Property, the
remainder referred to in the previous clause of this subparagraph shall be reduced by twenty-
three percent (23 %) of the product obtained by multiplying (iii) the Share of Zone Area for
such Assessor's Parcel times (iv) a fraction the numerator of which is the Zone Prepayment
Amount applicable to the Zone in which such Assessor's Parcel is located and the
denominator of which is the aggregate Zone Prepayment Amounts for all Zones which then
include Developed Property times (v) the amount, if any, by which the aggregate Zone
Prepayment Amounts for all Zones which then include Developed Property exceeds the
aggregate principal amount of Bonds then outstanding; and
A -9
0 0
(b) The amount of any delinquent Special Taxes applicable to said Assessor's
Parcel, together with penalties, interest, and Administrative Expenses incurred as a result of
said delinquencies accrued to the date of prepayment; and
(c) An amount equal to the product of the amount determined pursuant to
paragraph (a) above times the highest redemption premium applicable to any Bond at the next
call date (as defined in paragraph (e) below); and
(d) A reasonable fee, fixed by the City Treasurer, for the cost of administering
the prepayment and, if applicable, the advance redemption of Bonds; and
(e) Interest to the next call date on the amount determined pursuant to paragraph
(a) above, computed at the highest interest rate then applicable to any Bond. For purposes
of this paragraph and paragraph (c) above, the next call date is the next Bond interest
payment date which is not less than 90 days after the date of prepayment.
A credit against the foregoing shall be given, or a refund paid, for the Special Tax applicable to said
Assessor's Parcel posted to the current tax roll and actually paid.
The Special Tax applicable to any Assessor's Parcel may be prepaid in part by paying to the
City Treasurer a portion (in increments of five thousand dollars ($5,000)) of the amount determined
pursuant to paragraph (a) above plus the respective amounts relative thereto described in paragraphs
(b) through (e) above. From and after the City Treasurer's receipt of any such partial prepayment,
the Maximum Special Tax applicable to such Assessor's Parcel shall be the product of the Maximum
Special Tax which would have otherwise been applicable thereto times a fraction the numerator of
which is the specific amount paid in lieu of the amount described in paragraph (a) above and the
denominator of which is the amount described in paragraph (a) above.
A -10
• •
EXHIBIT A
NEWPORT BEACH
CIOSA ASSESSOR PARCELS
Upper Castaways 117- 801 -12
Bayview Landing
440- 132-06
440 -132 -08
Newporter North
440- 132 -21
440- 132 -24
San Diego Creek
442 -061 -09
442 -061 -11
442 -061 -14
Corporate Plaza West
442 -011 -54
Corporate Plaza
442- 271-09
442- 271 -10
442 -271 -11
442- 271 -12
442- 271 -19
442- 271 -26
Block 800
442- 262-04
Newport Village - PCH/MacArthur
442 -014 -28
442- 272 -03
442- 272-04
Freeway Reservation 458 -142 -07
EXHIBIT A -1
0
24005 -02 jHHw:GH:ba
0
NOTICE OF PUBLIC HEARING
CITY OF NEWPORT BEACH
SPECIAL IMPROVEMENT DISTRICT NO. 95-1
(CIOSA)
VU.
Notice is hereby given that on August 28, 1995, the City Council of the City <
Newport Beach adopted a Resolution entitled "A Resolution of the City Council of the Ci!
of Newport Beach of Consideration to Alter the Rate and Method of Apportionment of a
Existing Special Tax ". Pursuant to the City of Newport Beach Special Improvement Distri.
Financing Code, the City Council of the City of Newport Beach hereby gives notice
follows:
A. The text of said Resolution of Consideration is as follows:
B. The time and place established under said Resolution of Consideration for th
public hearing required under the Code are Monday, October 9, 1995, at 7:00 p.m., in th
regular meeting place of the City Council of the City of Newport Beach, Council Chamber.
City Hall, 3300 Newport Boulevard, Newport Beach, California.
C. At said hearing, the testimony of all interested persons or taxpayers for or again
the proposed alterations to the rate and method of apportionment of the special tax will b
heard. Any person interested may file a protest in writing as provided in Section 410 of th
Code. If fifty percent or more of the registered voters, or six registered voters, whichever i
more, residing within the District, or the owners of one -half or more of the area of land iu
the territory included in the District and not exempt from the special tax, file writte:
protests against any proposed alteration to the rate and method of apportionment of th
special tax, and the protests are not withdrawn so as to reduce the value of the protests t.
less than a majority, those changes shall be eliminated from the Resolution o
Consideration and the changes shall not be included in a resolution of Consideration fo
period of one year from the date of the decision of the City Council on the hearing.
D. The proposed voting procedure shall be by special mail or hand- delivered ballot
to the property owners within the District.
Dated: 1995
/s/ Wanda E. Raggio
City Clerk, City of Newport Beach
0
11
PETITION
TO COMMENCE PROCEEDINGS TO ALTER
RATE AND METHOD OF APPORTIONMENT
t
City Council
City of Newport Beach
3300 Newport Boulevard
Newport Beach, California 92659
Members of the Council:
This is a petition to commence_ proceedings, under the City of Newport Beach Special
Improvement District Financing Code (the "Code ") to alter the rate and method of
apportionment of an existing special tax, and the undersigned hereby states as follows:
1. Petitioner. This petition is submitted by The Irvine Company ("Petitioner"),
as the owner of all of the parcels of land within the City of Newport Beach Special
Improvement District No. 95 -1 (CIOSA) (the "District'). By submitting this petition,
Petitioner warrants to the City of Newport Beach (the "City ") that it is the owner of such
land.
2. Proceedings Requested. Petitioner hereby requests that the City Council of the
City institute proceedings under the Code to alter the rate and method of apportionment of
the special tax previously authorized to be levied on property within the District.
3. Alterations Proposed. The proposed alterations to the previously authorized
rate and method of apportionment are incorporated into the amended and restated rate and
method of apportionment set forth in Exhibit A attached hereto and made a part hereof.
4. Election. Petitioner hereby requests that the special election to be held under
the Code to authorize the alterations to the previously authorized rate and method of
apportionment be conducted by the City and its officials using mailed or hand - delivered
ballots and that such ballots be opened and canvassed and the results certified at the same
meeting of the City Council as the public hearing on the proposed alterations required
under the Code, or as soon thereafter as possible.
5. Waivers. To expedite the completion of the proceedings for the alterations to
the previously authorized rate and method of apportionment, Petitioner hereby waives all
notices of hearings (other than published notices required under the Code) and all notices of
election, all applicable waiting periods under the Code for the election and all ballot analysis
and arguments for the election.
C�
•
6. Mailing Address. The address of the Petitioner for receiving notices is: The
Irvine Company, 550 Newport Center Drive, Newport Beach, California 92660, Attention:
Vice President and General Counsel Land Development Group.
This petition is dated August 21, 1995.
-2-
The Irvine Company, ichigan
corporation
By:
OLK14AMU A. �.V
Its: RrK7a.M,- Csaswl -ss 0iroefr - --
hhiin�`T�h`e Irvi a Co any
By:
Its: THOMAS SAYA
ASSISTANT
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
I, Wanda E. Raggio, City Clerk of the City of Newport Beach, California hereby certify
that the foregoing is a full, true and correct copy of a Resolution duly adopted at a regular
meeting of the City Council of said City duly and regularly held at the regular meeting place
thereof on August 28, 1995, of which meeting all of the members of said City Council had
due notice and at which a majority thereof were present; and that at said meeting said
Resolution was adopted by the following vote:
AYES: COUNCIL MEMBERS: / �i
i
NOES: COUNCIL MEMBERS: - --i,
llleyu-
ABSENT: COUNCIL MEMBERS: 7111�
An agenda of said meeting was posted at least 72 hours before said meeting at 3300
Newport Boulevard, Newport Beach, California, a location freely accessible to members of
the public, and a brief general description of said Resolution appeared on said agenda.
I further certify that I have carefully compared the same with the original minutes of
said meeting on file and of record in my office; that the foregoing Resolution is a full, true
and correct copy of the original Resolution adopted at said meeting and entered in said
minutes; and that said Resolution has not been amended, modified or rescinded since the
date of its adoption, and the same is now in full force and effect.
Dated: /a -ice .1995
/!!�i/ �/. m
• 0
MEMORNDUM
PUBLIC WORKS DEPARTMENT
June 14, 2001
To: City Clerk
From: Public Works Director
Subject: CIOSA Protocol Agreement Memorandum Exhibit Number 1
Attached is CIOSA Protocol Agreement Memorandum Exhibit Number 1, dated May 31,
2001. This Memorandum is to be attached to the CIOSA Protocol Agreement and is now
a part of that agreem
(:;o— Don Webb
Public Works Director
Copies to: City Attorney
Administrative Services Director
Norman W. Witt, Vice President
Irvine Community Development Company, The Irvine Company
PROTOCOL AGREEMENT MEMORANDUM
EXHIBIT NUMBER 1
May 31, 2001
The Circulation and Open Space Agreement ( CIOSA) Protocol Agreement (executed
December 11, 1995) in Section 5(H) provides for a memorandum to be prepared and
attached to the agreement, which will memorialize implementation decisions reached
pursuant to Section 5 — CIOSA Imnrovements/Procedures of the agreement. Section
1(A) — Definitions: Frontage Improvements also provides for the term Frontage
Improvement to be clarified in a memorandum. It is the intent of this memorandum to
clarify Frontage Improvement definitions and to memorialize several implementation
decisions.
FRONTAGE IMPROVEMENTS
Exhibit "C" of the CIOSA generally lists the properties and the frontage improvements
that are attributed to that development. As of the date that this memorandum has been
prepared, all of the frontage improvements have been completed. See attached Exhibit
lA — CIOSA Frontage Improvements. The cost estimates for four of the property's
frontage improvement have been exceeded by a total of $414,360, as follows:
Property Exhibit C Estimate Actual Cost
San Diego Creek South $400,000 $536,452
(Bay Pointe Tr. 14980)
Upper Castaways $600,000 $699,186
(Castaways Tr. 15012)
Newporter North $300,000 $478,572
(Harbor Cove Tr. 15011)
Block 800 $130,000 $130,150
Totals $1,430,000 $1,844,360
It is agreed that for the purposes of defining the final cost of the Frontage Improvements,
that the total estimated costs for all properties as shown in Exhibit "C" of the CIOSA of
$4,806,000 will be increased by $414,360 to a final total cost of $5,220,360. In
processing the payments for these Frontage Improvements, The Irvine Company has
agreed that the total amount to be made available for circulation improvements will also
be increased by the same amount (from $20,600,000 to $21,014,360).
For the Upper Castaways property (Castaways Tract 15012) the Frontage Improvements
were generally described as widening Dover Drive northerly of 16 "' Street ($300,000)
and grading for future widening of Dover Drive between Cliff Drive and 16`h Street
($300,000). In the planning and permitting process it became apparent that the Dover
• •
. PAGE 2 - PROTOCOL AGREEMENT MEMORANDUM
EXHIBIT NUMBER 1
Drive improvements would need to be modified to include intersection work at 16th Street
and the approach to the Castaways Tract (now called Castaways Lane). Also right of
way was provided for the future widening of Dover Drive and the improvements were
modified appropriately. The intersection of Dover Drive and Westcliff Drive was also
significantly improved to better transition the flow of traffic. These improvements cost a
total of $699,186. Because some of the improvements were beyond the scope of frontage
improvements the following split in costs were made for improvements northerly of 16th
street: Frontage Improvements - $395,186 and Advance (Loan) Improvements -
$304,000. The anticipated Dover Drive grading between Cliff Drive and 16th Street was
to accommodate the access road to the Upper Castaways Passive Park. Due to
environmental issues brought out in the development process, the park access was
relocated to 16th Street (now Castaways Lane). The City was required to exchange
property and re -grade an area adjacent to Dover Drive to provide the necessary park
access at a cost of $304,000. This amount is also considered to be a part of the Upper
Castaways, Dover Drive Frontage Improvements.
IMPLEMENTATION DECISIONS
Pursuant to Section 5(H) of the Protocol Agreement this section will memorialize the
following described implementation decisions relating to CIOSA improvements.
El Paseo Storm Drain: This project provides the required added capacity for storm water
runoff from the new developments in the Corporate Plaza West, Corporate Plaza, and
Newport Village CIOSA properties. The storm drain expansion between East Coast
Highway and the Newport Bay will mitigate drainage problems along East Coast
Highway that would have impacted traffic flow on this roadway if the storm drain were
not expanded. At the request of the Irvine Company, the City agreed to use CIOSA
Advance funds for the storm drain construction in conjunction with The Irvine
Company's approval of the City's proposal for the development of the San Diego Creek
North property as an automobile dealership.
Future Projects: As of June 1, 2001 approximately $4,678,000 of CIOSA Advance funds
remain available for the construction of circulation system improvements in the future.
Attached as Exhibit 1B is a list of "Possible Future CIOSA Projects ", which includes an
estimated date that the funds would be utilized. It is recognized that the estimated costs
and dates of construction may vary. This list has been submitted to the Irvine Company
for review. One of the projects, MacArthur Boulevard — West park Open Space is a
continuation of the MacArthur Boulevard widening project. This project will provide for
landscaping in the Freeway Reservation CIOSA property that was partially graded and
left without landscaping when the roadway was widened. It is considered to be an
environmental mitigation measure for the roadway project. A project not previously
listed is the Coast Highway /Jamboree View Corridor. This project will provide for
grading and landscape improvements to the Bayview Landing CIOSA property. These
improvements will create a view of the Upper Newport Bay from both Coast Highway
and Jamboree Road. The view corridor will enhance the roadside areas.
L \Us Tbw\Shamd\CIOSA\CIOSA ACCOUNTING\Protocol Exhibit.dm
5/31/2001
- PAGE 3 - PROTOCOL AGREEMENT MEMORANDUM •
EXHIBIT NUMBER 1
Most of the circulation related improvements identified in the Traffic Study have been
completed with CIOSA and other funds. Projects number 1 and 2 listed in Exhibit 1B -
"Possible Future CIOSA Projects" were included in the Traffic Study. The remainder of
the projects listed are circulation related improvements in addition to those included in
the Traffic Study.
2001 Annual Review: Attached as Exhibit 1C — CIOSA Improvements is a summary of
the CIOSA expenditures, as of June 1, 2001, showing the split between Frontage
Improvements and Advance (Loan) funds. This will be presented to the City Council as
part of the annual review indicating that the projects listed have been accepted.
This Protocol Agreement Memorandum Exhibit Number 1 was submitted to the Irvine
Company on May 31, 2001 and as of June 11, 2001 no objections were received. In
accordance with the conditions of the Protocol Agreement, it is deemed that the Company
has consented to the improvements described in this memorandum. This memorandum
will be submitted to City Council in conjunction with the annual review of CIOSA.
I certify that the Protocol Agreement Memorandum Exhibit Number
1 was personally delivered to Norman W. Witt Jr., Vice President,
Irvine Community Development Company, The Irvine Company at
550 Newport Center Drive, Newport Beach, California on May 31,
2001 and that as of June 11, 2001, no objections to the contents of the
Memorandum were received from The Irvine Company. In
accordance with the terms of the CIOSA Protocol Agreement, this
Memorandum is now a part of the Protocol Agreement as
Memorandum Exhibit Number 1.
( &
June 11, 2001
Don Webb
Public Works Director
City of Newport Beach
1AUsm\Pbw\Sharad�C1OSA%CIOSA ACCOUNTTNOTrotocol Exhibit.doc
6/1(/2001
0
•
CIOSA FRONTAGE IMPROVEMENTS
EXHIBIT 1A
05f3112001
f:usersfpwd /shan:d /CIOSAfCIOSA ACCOUNTINGIFrontage Imp"
ESTIMATED COST
PROPERTY
EXHIBIT "C'
ACTUAL COST
San Diego Creek South
$400,000
$536,452
(Baypoint Apts. Tr 14980)
(Jamboree Rd /University Dr)
Upper Castaways
$600,000
$395,186
(Castaways Tr 15012)
(Dover Dr /16th St)
Passive Park Access
$304,000
Newporter North
$300,000
$478,572
(Harbor Cove Tr 15011)
Jambore Rd/San Joaquin Hills Rd)
Block 800
$130,000
$130,150
(The Colony Tr 15178)
(San Clemente /Santa Cruz Traffic Signal)
Freeway Reservation
$1,260,800
$1,260,800
(Bonita Canyon Sports Park West)
(112 Section MacArthur Blvd)
Other Projects - 1/2 Section MacArthur Blvd.
Newport Villiage (CdM Plaza, OS N. of Library)
$807,000
$807,000
Big Canyon Area 16 (Big Canyon Villas Tr 12105)
$1,308,200
$1,308,200
TOTAL
$4,806,000
$5,220,360
EXHIBIT 1A
05f3112001
f:usersfpwd /shan:d /CIOSAfCIOSA ACCOUNTINGIFrontage Imp"
POSSIBLE FUTURE CIOSA PROJECTS
EXHIBIT 1B 05/31/2001
0
DATE CIOSA FUNDS NEEDED
PROJECT
CIOSA
FUNDS
OTHER
FUNDS
TOTAL
2002
2003
2004
2005
2006
1
Jamboree /Ford - Improvements _
$M0 O 0
$$2,200,000 $3,000,000
$100,000
$300,000
$400,000
2
sR 55173_ Interchange _ —
$240,000
$6,160,000'
_ $6,400,000
$240,000
3
Widen Irvine Avenue- Universi to Bristol
$800,000
$2,600,000
$3,400,000
$200,000
$600,000
4
Widen Placentia Avenue. -`
-- ve _
$800,000
$1,400,000{
$2,200,000
— —
$500,000
$300,000
5
6
Coast Hwv/Jamboree View Corridor
MacArthur Blvd. West Park Open 5 ace
$400,000
$340,000
$680,000
$400,000
$340,000
$400,000
_._ _
7
Newport Blvd /Hospital Road
$500,000
$500,000
$500,000
.
8
_ _._.......
Widen Jamboree- Bristol to MacArthur
$800,000
$4,200,000
$5,000,000
$800,000
[E��
$4,680,0001
$16,900,0001
$21,580,0001
$2,180,0001
$1,000,000
$300,000
$400,0001
$800,000
EXHIBIT 1B 05/31/2001
0
i
CIOSA IMPROVEMENTS
E
EXHIBIT 9C
f:users /pbw /shared /CIOSAICIOSA ACCOUNTING /lmprovment Cost 05131/2001
Advance
PROPERTY
Frontage
(Loan)
Total
San Diego Creek South
$536,452
(Baypoint Apts. Tr 14980)
(Jamboree Rd /University Dr)
$536,452
Upper Castaways
$395,186
$304,000
(Castaways Tr 15012)
(Dover Dr /16th St)
Passive Park Access
$304,000
$1,003,186
Newporter North
$478,572
(Harbor Cove Tr 15011)
Jambore Rd /San Joaquin Hills Rd)
$478,572
Block 800
$130,150
(The Colony Tr 15178)
(San Clemente /Santa Cruz Traffic Signal)
$130,150
MacArthur Blvd. Widening Coast Hwy/Ford Road
Freeway Reservation
$1,260,800
(Bonita Canyon Sports Park West)
(112 Section MacArthur Blvd)
Other Projects - 112 Section MacArthur Blvd.
Newport Villiage (CdM Plaza, OS N. of Library)
$807,000
Big Canyon Area 16 (Big Canyon Villas Tr 12105
$1,308,200
MacArthur Blvd. Widening- Circulation El Improvement
$1,936,361
Big Canyon Screen Wall
$65,000
$5,377,361
Coast Hwy /Newport Blvd. (Arches Interchange)
$4,441,637
Lower Big Canyon Mitigation area
$14,093
$4,455,730
El Paseo Storm Drain
$2,602,455
$2,602,455
Dover Dr /16th St! Castaways Ln Traffic Signal
$62,000
$62,000
Birch Street Bridge Widening over SR 73
$291,655
$291,655
TOTAL
1 $5,220,360
$9,717,201
$14,937,561
EXHIBIT 9C
f:users /pbw /shared /CIOSAICIOSA ACCOUNTING /lmprovment Cost 05131/2001