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ARA1990-02RESOLUTION NO. ARA- 90-2 A RESOLUTION OF THE ANAHEIM REDEVELOPMENT AGENCY APPROVING THE SALE OF CERTAIN REAL PROPERTY IN THE ALPHA REDEVELOPMENT PROJECT AREA TO KOLL ANAHEIM CENTER ASSOCIATES, A CALIFORNIA LIMITED PARTNERSHIP, AND MAKING CERTAIN FINDINGS WITH RESPECT TO SUCH SALE; APPROVING A DISPOSITION AND DEVELOPMENT AGREEMENT AND RELATED DOCUMENTS PERTAINING THERETO; APPROVING AN OPTION AGREEMENT BETWEEN THE AGENCY AND PACIFIC BELL, A CALIFORNIA CORPORATION; APPROVING A DECLARATION ESTABLISHING EASEMENTS IN FAVOR OF PACIFIC BELL BY THE AGENCY, AND APPROVING A COOPERATION AGREEMENT BETWEEN THE CITY OF ANAHEIM AND THE AGENCY WHEREAS, the Anaheim Redevelopment Agency (the "Agency") is engaged in activities necessary to execute and implement the Redevelopment Plan (the "Redevelopment Plan") for Redevelopment Project Alpha (the "Project"); and WHEREAS, in order to carry out and implement the Redevelopment Plan, the Agency proposes to sell,convey, or otherwise cause to be developed pursuant to the terms and conditions of a Disposition and Development Agreement (the "DDA"), certain real property bounded generally by Lincoln Avenue, Anaheim and Harbor Boulevards, and Broadway, and the alley known as Oak Street, in the City of Anaheim as is more particularly described in the DDA (the "Site"); and WHEREAS, Koll Anaheim Center Associates, a California Limited Partnership (the "Developer"), has submitted to the Agency a written offer in the form of said Agreement to purchase portions of the Site at a fair and equitable price for uses in accordance with the Redevelopment Plan; and WHEREAS, as part of the DDA and in consideration of acquisition of an office building on this Site by Pacific Bell, a California corporation ("PacBell"), it is necessary to enter into an Option Agreement, First Right of Refusal and Escrow Instructions (the "Option Agreement") with PacBell for certain parcels within the Site; as well as to grant parking easements as identified in the Declaration Establishing Easements (the "Parking Declaration") affecting certain parcels within the Site; and WHEREAS, the City of Anaheim (the "city") is in need of an expansion location for City office facilities as part of its existing civic center adjacent to the Site, but lacks sufficient funds to otherwise acquire such a site, the City proposes to enter into a Cooperation Agreement for the Agency to convey a portion of the Site to the City and to assist in the construction of such a facility and supporting parking facilities for the city within the Site; and WHEREAS, the proposed DDA contains all the provisions, terms, conditions and obligations required by State and local law; and WHEREAS, the Developer possesses the qualifications and financial resources necessary to acquire and ensure its obligations for development of the Site in accordance with the purposes and objectives of the Redevelopment Plan; and WHEREAS, the Agency has prepared a summary setting forth the cost to the Agency of the DDA, the Option Agreement and the Parking Declaration and the Cooperation Agreement (collectively, the "Conveyance Documents"), the estimated value of the interest to be conveyed determined at the highest uses permitted under the Redevelopment Plan and the purchase price, and has made said summary available for public inspection in accordance with the California Community Redevelopment Law (the "Law"); and WHEREAS, pursuant to such provisions of the Law, the Agency and the City Council of the City of Anaheim (the "City Council") held a combined joint public hearing on the proposed conveyance to the Developer, the granting of the option and parking rights to PacBell under the option Agreement and the Parking Declaration, the conveyance of the property to the City and the combined Conveyance Documents, having duly published notice of such public hearings and made copies of the Conveyance Documents, other reports and documents available for public inspection and comment; and WHEREAS, pursuant to such provisions of the Law, the City Council, following such combined joint public hearings, has found and determined that the consideration for the conveyances set forth above to the Developer and PacBell is fair and in accordance with the covenants and conditions governing such conveyances as provided in the Conveyance Documents; and WHEREAS, pursuant to such provisions of the Law, the City Council found and determined that the facilities to be built on the land to be conveyed to the City are of general benefit to the Project Area and immediate neighborhood and that no other funds are available to acquire a site for such facilities; and WHEREAS, the Agency has duly considered all terms and conditions of the proposed conveyances and believes that the redevelopment of the Site pursuant to the Conveyance Documents is in the best interests of the city and the health, safety, morals, and welfare of its residents, and is in accord with the public purposes and provisions of applicable State and local law and requirements. NOW, THEREFORE, BE IT RESOLVED by the Anaheim Redevelopment Agency as follows: 1. The Agency hereby finds and determines that the consideration to be given by the Developer and PacBell for the conveyance of the real property as described in the Conveyance Documents is in accordance with the covenants and conditions governing such conveyance as set forth in the Conveyance Documents. The Agency hereby further finds and determines that all consideration to be given under the Conveyance Documents is in amounts adequate and necessary to effectuate the purposes of the Redevelopment Plan for the Alpha Redevelopment Project. 2. The conveyance of the real property, and the Conveyance Documents which establish the terms and conditions for the conveyance and development of the Site, are hereby approved. 3. The chairman of the Agency is hereby authorized to execute the DDA, Option Agreement, Parking Declaration and Cooperation Agreement, on behalf of the Agency, provided that the city Council has first approved said agreements and the conveyance of the real property pursuant to such agreements. 4. The proposed form of the Parking/Retail Master Lease, Pre-Development and Construction Management Agreement and the Conditions, Covenants and Restrictions and Association By-laws all other attachments to the DDA substantially in the form presented to this meeting, is hereby approved. The Director of Community Development is hereby authorized to execute said documents in substantially said form, with such additions thereto or changes therein as approved by the Director upon consultation with the City Attorney's office. 5. The Director of Community Development is hereby authorized, on behalf of the Agency, to sign all other documents necessary and appropriate to carry out and implement the Conveyance Documents and the proposed development and to administer the Agency's obligations, responsibilities and duties to be performed under the Conveyance Documents. THE FOREGOING RESOLUTION is approved and adopted by the Anaheim Redevelopment Agency this 9th day of 3anuary , 1990. ATTEST: SECRETARY ANAHEIM REDEVELOPMENT AGENCY LS:dw LS~RESO2Rev 1-8-90 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF ANAHEIM ) I, LEONORA N. SOHL, Secretary of' the Anaheim Redevelopment Agency, do hereby certify that the foregoing Resolution No. ARA90-2 was passed and adopted at a regular meeting of the Anaheim Redevelopment Agency held on the 9th day of January, 1990, by the following vote of the members thereof: AYES: AGENCY MEMBERS: Daly, Ehrle, Pickler, Kaywood and Hunter NOES: AGENCY MEMBERS: None ABSENT: AGENCY MEMBERS: None AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment Agency signed said Resolution on the llth day of January, 1990. IN WITNESS WHEREOF, I have hereunto set my hand and seal this llth day of January, 1990. SECRETARY OF THE ANAHEIM REDEVELOPMENT AGENCY (SEAL)