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HomeMy WebLinkAboutReso - CC - 063-2018RESOLUTTON NO. 063-2018 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING AN AMENDMENT EXTENDING THE EXCLUSIVE NEGOTIATION AGREEMENTWITH BURLINGAME PARK SQUARE, LLC, RELATING TO CITY PARKING LOT E, AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AMENDMENT WHEREAS, the City of Burlingame and Burlingame Park Square, LLC entered into an Exclusive Negotiation Agreement (ENA) regarding City Parking Lot E on October 2,2015; and WHEREAS, work on a proposed project design encompassing Parking Lot E and providing replacement parking and a public plaza is under way; and WHEREAS, it is in the City's interest to extend the ENA to extend the protections provided by the ENA as negotiations and project submittals continue; and WHEREAS, neither the original ENA nor its proposed extension binds the City to approve a final conveyance of Lot E or the project proposed to include it; NOW, THEREFORE, BE lT RESOLVED that the City Council approves the attached amendment to the ENA with Burlingame Park Square, LLC, extending the exclusive negotiation period, and authorizes the City Manager to execute it on behalf of the City. Michael row g,M l, Meaghan Hassel-Shearer, City Clerk of the City of Burlingame, certify that the foregoing resolution was introduced at a regular meeting of the City Council held on the 7th day of May, 2018, and was adopted thereafter by the following vote: AYES: Councilmembers:BEACH,BROWNRIGG,COLSON,KEIGHRAN , ORTIZ NOES: Councilmembers: NONE ABSENT: Councilmembers:NONE Meag han a l-Shearer, City Clerk WHEREAS, preliminary discussions regarding a possible conveyance of Lot E on terms advantageous to the City have occurred and are continuing; and FIRST AMENDMENT TO EXCLUSIVE NEGOTIATION AGREEMENT THIS FIRST AMENOMENT TO EXCLUSIVE NEGOTIATION AGREEMENT (this 'Amendment') is made and entered into as of 2018 by and between the CITY OF BURLINGATUE ("city") and BURLINGAME PARK SQUARE, LLc ("Develope/') Backqround Statement A. The City and Developer entered into that certain Exclusive Negotiation Agreement, dated October 2, 2015 (the 'Agreement"), with respect to the Property. B. Pursuant to the Agreement, the City and Developer engaged in a multi-year process to evaluate the Property for its development potential and value and, as a result of that process, have reached an understanding with respect to a purchase price for the Property and certain other terms pursuant to which the City would be willing to sell, and Developer would be willing to buy, the Property. C. Notwithstanding such understanding, the City and Developer are continuing to consider a range of alternative development scenarios for the Project. ln addition, the Project, and potential altemative development programs for the Project, must still undergo analysis under CEQA and obtain the necessary approvals and permits from the City and any other governmental agencies. D. City and Developer desire to amend the Agreement to extend its term, so that City and Developer may continue their negotiations, and to make other modifications to the Agreement, as hereinafter set forth. NOW, THEREFORE, for and in consideration of the mutual covenants and agreements set forth herein, and other good and valuable consideration, all of which each party agrees constitutes sufficient consideration received, the parties agree as follows: 1. Defined Terms. All capitalized terms used in this Amendment and not otherwise defined herein shall have the respective meanings ascribed to them in the Agreement. References to the Agreement shall mean the Agreement, as modified by this Amendment. 2. Modifications to the Aoreement.Effective as of the date of this Amendment, the Agreement is hereby amended as follows a. Section 2 - Term, is amended by deleting clause (i) and replacing it with the following: "(i) September 30, 2019'. b. Section 3.1 - Required Performance Milestones, is amended by adding the following as a new Section 3.1.9: 3.1.9 Project Application On or before the date that is sixty (60) days after the date of the First Amendment, Developer will submit to the appropriate City agency a Design Review application that will include a written description of the proposed Project. The proposed Pro.iect, as set forth in the Design Review application and supporting documentation will be consistent with the City's objectives, as set forth in Section 6 (City Objectives) below (the "DR Application"). The City hereby authorizes Developer to submit a DR Application that includes proposed development of Lot E. Following the City's receipt of such application, Aoreements: c. Section 6.3 - Environmental Review and City Approvals, is amended by adding the following as a new paragraph at the end of Section 6.3 above the heading "6.4 Public Benefits": Promptly following the earlier of Developeis submittal of the DR Application or a detailed Project description, the City will request proposals and qualifications from three CEQA consultants on the City's approved consullant list. Developer and the City will jointly review the consultants' responses and then the City will select the consultant to prepare the CEQA analysis for the project. ,l Environmental Rev and Citu ADorovals.City and Developer hereby re-affirm the provisions of Section 6.3 (Environmental Review and City Approvals) of the Agreement and confirm that nothing in the Agreement (i) commits the City to approve or disapprove the Project or (ii) except as may be expressly set forth in the Agreement, commits the Developer to pursue the Project or any approvals for the Project. 4. Aoreement Affirmed. Except as herein expressly modified or amended, all terms and conditions of the Agreement are hereby ratified and confirmed by City and Developer and remain in full force and effect. 1 Developer will work in good faith with the City to provide any supplemental information with respect to the applicataon that the City reasonably requests. 5. Miscellaneous. This Amendment contains the entire agreement between the parties pertaining to the subject matter hereof and fully supersedes all prior written or oral agreements and understandings between the parties pertaining to such subject matter. This Amendment may be executed in counterparts, all such executed counterparts shall constitute the same agreement, and the signature of any party to any counterpart shall be deemed a signature to, and may be appended to, any other counterpart. Electronic signatures may be used in place of original signatures on this Amendment. The parties intend that electronic (e.S. pdf. format) signatures constitute onginal sagnatures and that an electronic copy or counterparts of this Amendment containing signatures (original or electronic) of a party as binding upon that party, and each party hereby waives any defenses to the enforcement of the terms of this Amendment based on the form of signature. [S,gnatur@s on following page.l lN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above. ctw: The City of Burlingame Its: By: By: Its: By: Approved as to form: Name: DEVELOPER: Burlingame Park Square, LLC Name: Its: -J-