Greystone Clubhouse/Ave 52 Improvements 08City of La Quinta
REIMBURSEMENT AGREEMENT
AVENUE 52 IMPROVEMENTS
Boundary of SDP 2002-730
THIS REIMBURSEMENT AGREEMENT (the "Agreement") is made and entered into this
day of,ae 2008, by and between GREYSTONE CLUBHOUSE
ASSOCIATES, LLC, a Delaware limited liability company ("Developer"), and the City of La
Quinta, California, a California Municipal Corporation (the "City").
RECITALS
A. Developer is the subdivider and developer of Site Development Permit 2002-730 (the
"Project") located in the City of La Quinta subject to the conditions of approval found in
Planning Commission Resolution 2002-82 ("Conditions of Approval").
B. The Conditions of Approval obligate Developer to construct certain improvements on
Avenue 52, generally described as follows, and more specifically described in the
Conditions of Approval.
#50.A 1. Avenue 52 (Primary Arterial; 110'R/W option:
Widen the south side of Avenue 52 along the project frontage. Rehabilitate and/or
reconstruct existing roadway pavement as necessary to augment and convert it from a
rural county road design standard to La Quinta's urban arterial design standard. Street
widening improvements shall include all appurtenant components such as, but not
limited to, curb, gutters, cross gutters and spandrels, traffic control striping, legends,
marking and signs. Other significant new improvements required for installation in, or
adjacent to the subject right of way include:
a) 6-foot wide meandering sidewalk.
b) 18-foot wide landscaped median from the westerly property line to the easterly
project limits. Necessary transitions and tapers into the existing bridge at the All
American Canal will need to be designed and is subject to approval by the City
Engineer.
The pavement rehabilitation/reconstruction and landscape median improvements are
eligible for reimbursement from the City's Development Impact Fee fund in accordance
with policies established for that program.
C. The City has identified source of funds from which it desires to reimburse Developer for
the Required Improvements at a point in the future to be determined by the City. The
time and form of reimbursement payments shall be as set forth in the Agreement. The
funds source is the Transportation Component of the Development Impact Fee. All land
developments in the City are required to pay Development Impact Fees ("Fees")
pursuant to the Development Impact Fee Program ("Program"), adopted by the City on
June 15, 1999 and revised July 5, 2006. A portion of Development Impact Fee known
as the "Transportation Component" provides future funding for specific arterial street
improvements located throughout the City (Exhibit C).
D. Currently, the Transportation Component of the 2006 DIF Program contains cost details
for for Avenue 52 (Jefferson Street to '/2 mile east of Madison). The cost details
(Exhibit B) reflect a DIF totaling $3,244,108.88 for Avenue 52 (Jefferson Street to %2
mile east of Madison). The Required Improvements are estimated to be $463,894.00
for Avenue 52. The aforementioned amount shall be referred to hereinafter as the
"Budget Amount". However, this estimate including the pro rata distribution percentage
is subject to change as the DIF is updated in the future prior to the completion of the
work.
E. The City Engineer has reviewed the scope and cost associated with the Required
Improvements and has determined that the Required Improvements are covered by the
Program and are eligible for certain reimbursements, subject to certain limitations and
availability of funds discussed herein.
F. The parties hereto desire to enter into this Agreement to effectuate the terms of the
City's reimbursement to Developer of certain costs incurred by Developer in
constructing the Required Improvements to the extent they are determined to be eligible
for reimbursement.
AGREEMENT
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
1. Responsibilities of Developer: Developer has constructed the Required Improvements
described in the Conditions of Approval as follows:
A. #50.A 1. Avenue 52 (Primary Arterial; 1 10'R/W option:
Widen the south side of Avenue 52 along the project frontage. Rehabilitate and/or
reconstruct existing roadway pavement as necessary to augment and convert it
from a rural county road design standard to La Quinta's urban arterial design
standard. Street widening improvements shall include all appurtenant components
such as, but not limited to, curb, gutters, cross gutters and spandrels, traffic control
striping, legends, marking and signs. Other significant new improvements required
for installation in or adjacent to the subject right of way include:
a) 6-foot wide meandering sidewalk.
b) 18-foot wide landscaped median from the westerly property line to the easterly
project limits. Necessary transitions and tapers into the existing bridge at the All
American Canal will need to be designed and is subject to approval by the City
Engineer.
2. The cost of improvements expended by the Developer for improvements south of the of
the centerline of Avenue 52 along the project boundary as specified in the DIF Study is eligible
Reimbursement Agreement - Avenue 52 DlFagreemt Clubhouse Apt.DOC Page 2 of 9
for reimbursement, herein referred to as (the "Required Improvement") identified and
documented in Exhibit A. The Developer has borne the cost of constructing the Required
Improvements, subject to the limited credit and right of ultimate future reimbursement
provided herein. The Required Improvement shall be constructed in accordance with all
applicable City and State codes and regulations, including the obligation to secure bonds and
guarantees pursuant to Section 14.16.180 of the Municipal Code of the City of La Quinta, and
shall comply with each of the applicable provisions in the Conditions of Approval, incorporated
in full herein by this reference. Upon completion and acceptance of said Required
Improvements by the City, Developer shall submit to the City invoices and supporting
documentation for those costs.
3. Responsibilities of City:
a) Approval or Disapproval of Expenses. The City Engineer shall either
approve or disapprove the invoices and submit the approved invoices for credit
and/or reimbursement in accordance with this Agreement. The City Engineer shall
provide Developer with a written explanation for any portion of an invoice that is
disapproved. Developer recognizes that the City Engineer's approval of the costs
does not guarantee that the costs will be reimbursed. Instead, the City Engineer
approval is a condition precedent necessary for the costs to be processed for credit
or reimbursement.
b) Reimbursement from the DIF. Developer is eligible for reimbursement at
some point in the future from the Transportation Components Fees collected on
other projects. Developer recognizes that at this point in time, the City cannot
commit to a time certain for reimbursement, in as much as the City is entitled to
establish the priority of spending for the Transportation Component Fees. Developer
further recognizes that the City Council has indicated that it will be considering a
policy regarding the priority of reimbursement, and that this reimbursement will be
subject to the policy. In no event will the amount of reimbursement exceed the
Budget Amount ($463,894).
4. Warranty. Developer agrees to obtain from the contractor(s) constructing the Required
Improvements a warranty in favor of the City to repair or replace of faulty work or materials
for a period of one year following the date that the Required Improvements are accepted by
the City Council.
5. Disputes. In the event of any dispute arising under this Agreement, the injured party
shall notify the injuring party of its contentions by submitting a claim therefore. The injured
party shall continue performing its obligations incurred herein so long as the injuring party
commences to cure such injuring action within ten (10) days of service of such notice and
completes the cure within forty-five (45) days after the notification, or such longer period as
may be agreed upon by both parties to this Agreement.
6. Attorney's Fees. If either party commences an action against the other arising out of
or in connection with this Agreement, including the filing of a lien or other legal action to
compel payment of the Reimbursement, the prevailing party shall be entitled to recover
reasonable attorney's fees and legal costs from the losing party.
Reimbursement Agreement - Avenue 52 DlFagreemt Clubhouse Apt.DOC Page 3 of 9
7. Indemnification. Developer shall defend, indemnify and hold harmless City, its officers,
employees, representatives and agents ("Indemnified Parties"), from and against those
actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal
costs and attorneys' fees, arising out of any liability or claim for liability, for injury to or death
of person(s), for damage to property (including property owned by City) and for errors and
omissions committed by Developer, its officers, employees representatives, and agents, which
arise out of acts or activities of Developer's or Developer's Officers, employees, agents or
representatives ("Claims"), whether or not such act or activity is authorized by this
Agreement, except to the extent of such loss as may be caused by City's own negligence or
that of its officers or employees. In the event the Indemnified Parties are made a party to any
action, lawsuit, or other adversarial proceeding in any way involving such Claims, Developer
shall provide a defense to the Indemnified Parties, or at the City's option, reimburse the
Indemnified Parties their costs of defense, including reasonable attorneys' fees, incurred in
defense of such Claims. In addition, Developer shall be obligated to promptly pay any final
judgment or portion thereof rendered against the Indemnified Parities.
8. City Officers and Employees: Non -Discrimination. No officer or employee of City shall
be personally liable to Developer or any successor in interest in the event of any default or
breach by City or for any amount which may become due to Developer or to its successor or
for breach of any obligation of the terms of this Agreement.
9. Term of Agreement. This Agreement shall remain in full force following the date it has
been executed by both parties and until the listed Funding Source has paid the allowable
Developer claims.
10. Notice. Any notice, demand, request, consent, approval, or communication either
party desires or is required to give to the other party or any person shall be in writing and
either served personally or sent by prepaid, first-class mail to the address set forth below.
Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed
as provided in this Section.
To City: City of La Quinta
78-495 Calle Tampico
La Quinta, CA 92253
760/777-7075
Attn: City Engineer
To Developer: GREYSTONE CLUBHOUSE ASSOCIATES, LLC.
341 BAYSIDE #7
NEWPORT BEACH, CA 92260
Attn: Walter B. Eebs
Member/Manager
(949) 566-6259
Reimbursement Agreement - Avenue 52 DlFagreemt Clubhouse Apt.DOC Page 4 of 9
1 1. Assignment of Agreement. The Developer may not assign, sublet, hypothecate,
encumber, or transfer (whether voluntarily or involuntarily) its obligations hereunder to any party
without the prior written consent of the City, which consent may be withheld in the City's sole and
absolute discretion.
12. General Provisions.
A. Except as otherwise provided herein, the terms, conditions, covenants, and
agreements set forth herein shall apply to and bind the heirs, executors, administrators,
assigns, and successors of the parties hereto.
B. Neither party to this Agreement relies upon any warranty or representation not
contained in this Agreement.
C. This Agreement shall be governed by and interpreted with respect to the laws of
the State of California.
D. Any failure or delay by either party in asserting any of its rights and remedies as to
any default shall not operate as a waiver of any default or of any rights or remedies provided
for herein.
E. This Agreement may be amended at any time by the mutual consent of the parties
by an instrument in writing signed by both parties.
F. This Agreement may be executed in counterparts, which when taken together, shall
constitute one fully executed document.
13. Severability. In the event that any provision or provisions of this Agreement are held
unenforceable, all provisions not so held shall remain in full force and effect.
14. Authority of Signatories. The persons executing this Agreement on behalf of the
parties hereto warrant that they are duly authorized to execute this Agreement on behalf of
said parties and that by so executing this Agreement the parties are formally bound to the
provisions of this Agreement.
Reimbursement Agreement - Avenue 52 DIFagreemt Clubhouse Apt.DOC Page 5 of 9
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
CITY OF LA QUINTA:
Thomas P. Genovese, City Manager
Date
ATTEST:
eronica Montecino, City Clerk
City of La Quints .
el'e---/�; D?1
Date
Approved as to Form:
r. A
Watherine Jenson, ' y ttorney
olf La Quinta
Wgz
Date
Developer: GREYSTONE CLUBHOUSE ASSOCIATES, LLC.
341 BAYSIDE DRIVE
in
NEWPORT BEACH, CA 92660
April 21, 2008
Date
Title: Managing Member
RFA
Date
Title:
Reimbursement Agreement - Avenue 52 DlFagreemt Clubhouse Apt.DOC Page 6 of 9
STATE OF CALIFORNIA
COUNTY OF ORANGE
On ARryl 02 2008, before me, Jenny Cunningham, Notary Public,
personally appeared Walter B. Eeds, who proved to me on the basis of satisfactory
evidence to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity and that by his
signature on the instrument the person, or the entity upon behalf of which the person
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that
the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
@ENNY CUNNINGHAM
comm. #1792245 00NOTARY PUBLIC-CALIFORNIA ORANGE COUNTY O
My Comm Expires March 2, 2012
Exhibit A
REQUIRED IMPROVEMENTS —SITE DEVELOPMENT PERMIT 2002-730
REQUIRED IMPROVEMENTS
AVENUE 52
STREET IMPROVEMENTS FRONTING
SDP 2002-730
Item # Description Units Unit Cost Quantity Total Cost
AVENUE 52 STREET
IMPROVEMENTS FRONTING
SDP 2002-730
1 Avenue 52 (South Side) L.S. $463,894.00 1 $463,894.00
- Required Off -Site Street (not to exceed)
Improvements Eligible
for Reimbursements
From Development Impact
Fee Fund
Total Cost for Required Improvements, not to exceed: $463,894.00
Reimbursement Agreement -Avenue 52 Wagreemt Clubhouse Apt.DOC Page 7 of 9
Exhibit B
July 5, 2006 DIF Cost Detail
Avenue 52(Jefferson Street to %2 mile east of Madison)
Reimbursement Agreement -Avenue 52 DlFagreemt Clubhouse Apt.DOC Page 8 of 9
CITY OF LA QUINTA: DEVELOPMENT IMPACT FEE (DIF) COST DETAIL
Project Type: Primary Arterial
Project: Avenue 52 (Jefferson Street to 112 mile east of Madison)
Description
The proposed improvements include the installation of median island, median island landscape, irrigation and
electrical, and the adjustment of the centerline profile to implement urban drainage concept for the future
widening of the north and south sides, from Jefferson St. to Madison; and the installation of half a median
island, median island landscape, irrigation and electrical and the adjustment of the centerline profile t
implement urban drainage.concept for future widening of the south side, from Madison St. to 1/2 mile east o
Madison.
ITEM
DESCRIPTION
NITS
QUANTITY
UNIT
COST
ELIG BLE
DIF COST
1
MOBILIZATION
LS"198000�
63
$208,921.63
2
TRAFFIC CONTROL
LS.75
189,928.75
3
DUST CONTROL
LS.50
$81,787.5
4
UNCLASSIFIED FILL
CY.00
$63,000.00
5
UNCLASSIFIED EXCAVATION
CY.0Im
.00
6
6" CURB
LF.0.00
7
4.5" AC OVER 6" AB
SF
1980.6.00
8
SIGNING AND STRIPING
LS
1
$25 000.0.06
9
LANDSCAPE
SF
11$800
$3.5.00
10
IRRIGATION
SF
118800
2.5.00
11
ELECTRICAL
SF
118800
$2.50.00SUB
TOTAL
.88
Jul-06
Estimated Soft Costs:
esin$229,513.79
ns ectio estin Surve
C trun
$114,906.89
nttn enc
4 3,
Tota stimate:0
w,244JOW8
Note: The project also includes the construction of a new outside lane adjacent to Polo Estates.
July 5, 2006 Update Appendix 1 (8 of 20)
Exhibit C
July 5, 2006 DIF Fee by Development Category
Reimbursement Agreement -Avenue 52 DIFagreemt Clubhouse Apt.DOC Page 9 of 9
City ofla Quinta —Development Impact Fee Study
F. SUMMARY OF IMPACT FEES
Table S-I summarizes the recommended impact fees by development category and facility type.
The amounts shown in that table based on the analysis in subsequent sections of this report.
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G. PROJECTED REVENUE
Table 8-2 shows projected total revenue from impact fees, from now to build out, assuming that
the fees are adopted as recommended and that all development anticipated in this report actually
occurs. Note that projected revenue is given in current dollars.
Table S-2
Civic Centt
Fire Statio;
Libraries
t Residential- Single Family Detached
2 Dwelling Unit
3 Residential- Single Family Ausebed
4 Residential —Multi family and other
5 I,OOn Square Feet of Gross Building Area
6 Project Revenue in curtent dollars
July S, 2006 Update Page 4