Sam's Real Estaste Business Trust/SDP 2005-824City of La Quinta
REIMBURSEMENT AGREEMENT
SITE DEVELOPMENT PERMIT 2005-824
RAISED LANDSCAPE MEDIAN ON DUNE PALMS ROAD
HIGHWAY 111 TO 1126.70 FT NORTH OF AVENUE 48
THIS REIMBURSEMENT AGREEMENT (the "Agreement") is made and entered
into this (o�day of oG?aBER. 2012, by and between SAM'S REAL
ESTATE BUSINESS TRUST, a Delaware statutory trust ("Developer"), and the City of
La Quinta, California, a California Municipal Corporation and charter city (the "City").
RECITALS.
A. Developer was the developer of Sam's Club and Fueling Station (the "Project")
located in the City of La Quinta subject to the conditions of approval for Site
Development Permit 2005-824 found in Planning Commission Resolution 2005-
014 ("Conditions of Approval").
B. The Conditions of Approval obligated the Developer to construct certain
improvements on Dune Palms Road, generally described as follows, and more
specifically described in the Conditions of Approval, STREET AND TRAFFIC
IMPROVEMENTS Condition 47.A.1) e) as follows: (e) An 18-foot wide raised
landscaped median along the entire boundary of the Specific Plan plus variable
width as needed to accommodate a dual left turn for the north bound Dune
Palms Road traffic turning left to westbound Highway 111 herein referred to as
(the "Required Improvements") (Exhibit A).
C. The City has funding sources from which it desires to reimburse Developer for
the Required Improvements at a point in the future to be determined by the City.
The form of reimbursement payments shall be as set forth in the Agreement.
The Transportation Component of the Development Impact Fee is the source for
the future reimbursement as stated above. All land being developed in the City is
subject to Development Impact Fees ("Fees") pursuant to the Development
Impact Fee Program ("Program"), adopted by the City on June 15, 1999 and as
revised June 7, 2005 which is applicable to this agreement. A portion of
Development Impact Fee known as the "Transportation Component" will provide
future funding for specific arterial street improvements located throughout the
City (Exhibit C). The timing of when the funding will be available is unknown,
since it is dependent upon building permits being issued.
D. The Transportation Component of the 2005DIF Program contains cost details for
Dune Palms Road (Highway 111 to Avenue 48). The cost details (Exhibit B)
reflect a DIF totaling $703,119.32 for Dune Palms Road (Highway 111 to Avenue
48). The ultimate Required Improvements are estimated to be 58.5% of the total
available 2005 DIF budget of $703,119.32 or $411,324.80.
WI406CA-UQuima Projccr_Cudina1- 72W59.1
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. The approved street plans
for the Required Improvements are attached as Exhibit D.
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 and to the extent the City has the funds available in
the Transportation Component of the DIF Program.
AGREEMENT
NOW, THEREFORE, it is agreed by and between the parties hereto as follows:
Responsibilities of Developer: Developer has constructed the Required
Improvements described in the Conditions of Approval, STREET AND TRAFFIC
IMPROVEMENTS Condition 47 A.1) e) as follows: (e) An 18-foot wide raised
landscaped median along the entire boundary of the Specific Plan plus variable
width as needed to accommodate a dual left turn for the north bound Dune Palms
Road traffic turning left to westbound Highway 111 and are attached for reference
purposes as Exhibit D. The Developer was required to bear the cost of
constructing the Required Improvements, subject to right of future reimbursement
provided herein. The Required Improvements were 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 complied with each of the applicable provisions in the
Conditions of Approval, incorporated in full herein by this reference. The
Developer has submitted to the City invoices and supporting documentation for
those costs. The submitted invoices showed expenses of $228,697. Those
invoices have been approved by the City.
2. Responsibilities of City:
(a) Approval or Disapproval of Expenses. The City Engineer has approved the
submitted invoices. 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 City's Future DIF Transportation Component Fees.
Developer is eligible for credit and/or reimbursement from the Transportation
WI408-CA-LaQuinta Pmj¢I Car6inal--129959.1
Component Fees collected on other projects in the amount of $228,697.
Developer recognizes that the City cannot commit to a time certain for
reimbursement, inasmuch as the City is entitled to establish the priority of spending
for the Transportation Component Fees, and due to the currently low number of
building permits being issued. Developer further recognizes that, in the future, the
City Council may consider a policy regarding the priority of reimbursement, and
that if adopted, the timing of this reimbursement will be subject to the policy.
In no event will the amount of reimbursement (including credit) exceed $228,697.
3. 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 therefor.
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 necessary or agreed upon by both
parties to this Agreement.
4. Indemnification. Developer agrees to indemnify, defend, and hold City and its
officers, employees, agents, representatives, and assigns ("Indemnified Parties")
harmless from and against any losses, claims, demands, actions, or causes of
action ("Claims"), of any nature whatsoever, arising out of or in any way connected
with the performance of Developer, its officers, employees, agents, or
representatives under this Agreement, including costs of suit and reasonable
attorneys' fees. 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 claim. In addition,
Developer shall be obligated to promptly pay any final judgment or portion thereof
rendered against the Indemnified Parties.
5. City Officers and Employees. 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.
6. Term of Agreement. This Agreement shall remain in full force and effect following
the date it has been executed by both parties, until the City Council has formally
accepted the Required Improvements and the City has approved and issued the
reimbursements and/or credits required herein. With respect to Developer's
obligations under Paragraph 4, the obligation to provide indemnification for any
Claims based upon any act or omission that occurred prior to the City Council's
formal acceptance of the Required Improvement, those obligations shall survive
until fully performed.
WI<OB-CA-LeQuinla P,ujw CWinnl-729959.1
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
P.O. Box 1504
La Quinta, California 92247-1504
Attn: City Engineer
(760) 777-7075
To Developer: Brad Rogers, Esq.
SAM'S REAL ESTATE BUSINESS TRUST,
a Delaware statutory trust
2001 SE 10`h Street
Bentonville, AR 72716-0550
With Copy To: Matt Wilcox, Esq.
Gresham Savage Nolan & Tilden, PC
550 E. Hospitality Lane, Suite 300
San Bernardino, CA 92408-4205
Office: (909) 890-4499 Ext.1745
8. Assignment of Agreement. Neither party may assign its obligations or rights
hereunder to any assignee without the knowledge and without written consent of
the other party hereto which other party shall not unreasonably withhold consent.
Assignment may be made only to an assignee willing, financially capable, and
competent to carry out the assignor's obligations.
9. 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.
W IJOR{A-Lapuinm_Fmiect C.,d.nal — %43439.I
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. 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.
G. 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.
10. 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.
11. 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.
WI408-CA-UQuinla Project CaMinal--729959.1
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first written above.
CITY OF LA QUINTA:
ATTEST:
NJs9'i
Susan Maysels, City Clerk
City of La Quinta, California
10. ZOf L
Date
SAM'S
a Delz
M
WI409-CA-WQuima Prajecl Cardinal—R9959.1
Approved as to Form:
SIGNED IN COUNTERPART
M. Katherine Jenson,
City Attorney
City of La Quinta
Date
RUST,
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the day and year first written above.
CITY OF LA QUINTA:
SIOM IN COLKIMRIPART
Frank J. Spevacek, City Manager
Date -
ATTEST:
SIGNED IN COUNTERPART
Susan Maysels, City Clerk
City of La Quints, California
Date
SAM'S
a Dek
By:
Title:r-
Appr d as to Fo
�4�� --
M. th vine Jenson,
City Attorney
City of La Quints
Date
RUST,
Exhibit A
CONDITONS OF APPROVAL
SITE DEVELOPMENT PERMIT 2005-824
RAISED LANDSCAPE MEDIAN ON DUNE PALMS ROAD
HIGHWAY 111 TO 1126.70 FT NORTH OF AVENUE 48
Condition
W 1409CAdUQuinta ProjmCardinal -- 729959.1
PLANNING COMMISSION RESOLUTION 2005- 014
CONDITIONS OF APPROVAL - FINAL
SITE DEVELOPMENT PERMIT 2005-824
CONDITIONAL USE PERMIT 2005-090
SAWS CLUB AND FUELING STATION
ADOPTED: MARCH 22, 2005
the back of curb or approaches within five feet of the curb at
intervals not to exceed 250 feet. The sidewalk curvature radii
should vary between 50 and 300 feet and at each point of
reverse curvature, the radius should change to assist in creating
the arrhythmic layout. The sidewalk shall meander into the
landscape setback lot and approach within 5 feet of the
perimeter wall at intervals not to exceed 250 feet.
e) An 18 - foot wide raised landscaped median along the; entire
boundary of the Specific Plan plus variable width as needed to'
,accommodate a dual left turn for the north bound Dune Palmsl
Road traffic tuming. left to westbound Highway '111. The length
shall be 250 feet with'a 100-fcot (50 to 1) taper.
Additional median openings are required for the following:,`
Left turn movements into the Proposed Gas Station Entry
(approximately 670 feet south of Highway 111) at least 320 feet
long with a 90-foofi transition. The applicant shall design the,
median opening for positive restriction of prohibited movements.
:heft turn movements into Parcel Map 28422 on the east side of
Dune Palms 'Road {approximately 617 feet south of Highway
111) with a minimum length of at least 100 feet plus -a 50-foot
.transition. The length shall beas per Engineering Bulletin # 03-
08. The applicant shall design the median opening forpositivel
restriction of prohibited movements.
Full turn movements into the Desert Sands UnifiedSchool'
District Bus -Facility on the east side 'of Dune Palms Road'
(approximately, 1386 feet south of Highway.111) at least 200'
,feet long with a SO -foot reverse curve transition.
f) Modification of the existing traffic signal at the Highway 1 1 1 and
Dune Palms Road intersection as required by the abovementioned
improvements and as approved by Caltrans.
g) Establish a benchmark in the Dune Palms. Road right of way and
file a record of the benchmark with the County of Riverside.
C:\Documents and Settings\ajohnson\Local Settingffemporary Internet Rles\OLK41\PC COA - SDP 2005-824.doc 15
Exhibit B
June 7, 2005 DIF Cost Detail
Dune Palms Road (Highway 111 to Avenue 48)
W1408-CA-LaQuinu_PmjeO Cudinal-72M9.1
CITY OF LA QUINTA: DEVELOPMENT IMPACT FEE (DIF) COST DETAIL
Project Type: Primary Arterial
Project: Duns. Palms Road (Highway I II to Avenue 48)
DeswWon
j IThs.proposed improvements include the Installaton of median island, median island landscape and Irrigallom
Aw7.2003—RW ._ .
- Appm*v 4 (12 of 18)
Exhibit C
June 7, 2005 DIF Fees by Development Categories
W1408-CA-UQuinta_Projen_Cardinal -Y29959.1
City ojLa Quinta -Development Impact Fee Study
�1 F. SUMMARY OF IMPACT FEES
Table S-1 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:
G.PROJECTED REVENUE
Table S-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
rro ectea im
Transportation
acr r ee itevenne
$38 493 526
paw
$12 058 823
Civic Center
$6 58 66
Fire Station
$1 817 542
Libraries
$4 790 615
Community Centers
$1005 791
Street and Park Maintenance .
$1492195
TOTAL.
$65 906 757
t Readeatial- Single Family Waded .
s Dwelling Unit .
3 Rwidmtial- Single Family Attached
RMdmtisl—Multi family andadw
lAW Sgmx Feet ofOrm Buildmg Am
6 Pegect Revenm in current dollm
June 7, 2005 —Final
4
Exhibit D
Construction Plans for Dune Palms Road
Street Improvements
W140B-CA-LQuinle Projea Cardirml-729959.1
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