HomeMy WebLinkAbout06 OC REGIONAL LAW ENFORCEMENT TRAINING CENTER/ANIMAL CARE CENTER AGREEMENT1TY O
REPORT AGENDA
MEETING DATE:
Ice
FROM
AUGUST 7, 2012
JEFFREY C. PARKER, CITY MANAGER
CITY MANAGER'S OFFICE
Agenda Item 6
Reviewed
City Manager
Finance Director /A
SUBJECT: APPROVAL OF AN AGREEMENT BETWEEN THE CITY OF TUSTIN
AND COUNTY OF ORANGE RELATED TO A PORTION OF MCAS
TUSTIN AND THE ORANGE COUNTY REGIONAL LAW
ENFORCEMENT TRAINING CENTER /ANIMAL CARE CENTER
SUMMARY
Approval is requested of an Agreement between the City of Tustin and County of
Orange which will permit the development of the Orange County Regional Law
Enforcement Training Center/ Animal Control facility at Tustin Legacy.
RECOMMENDATION
Subject to non - substantive modifications as may be determined necessary by the City's
Special Counsel, Kutak Rock, prior to execution by all parties, approve and authorize
the City Manager, or designee to execute the Agreement between the City of Tustin and
County of Orange related to a portion of MCAS Tustin and the Orange County Regional
Law Enforcement Training Center /Animal Care Center and to carry out all actions
necessary to implement the Agreement including the execution of all related documents
and any miscellaneous escrow obligations.
FISCAL IMPACT
The Orange County Regional Law Enforcement Training Center/ Animal Care Center is
being constructed by the County of Orange so there no direct impacts on Tustin not
originally considered as part of the City's adoption of the MCAS Tustin Reuse
Plan /Specific Plan. Preparation of the Agreement did involve legal services provided by
the firm of Kutak Rock.
BACKGROUND
As the City Council is aware, the County and South Orange County Community College
District ( "SOCCCD ") recently entered into an "Agreement for the Exchange of Real
Property between the County of Orange and South Orange County Community College
District" dated February 7, 2012 ( "County - SOCCCD Land Exchange Agreement "). The
County - SOCCCD Land Exchange Agreement has the parties agreeing to swap
approximately 10 acres of land at Tustin Legacy to facilitate their development plans as
shown on the attached exhibit. This action was supported by an amendment to the
MCAS Tustin Specific Plan approved by the City on October 18, 2011. The County -
SOCCCD Land Exchange Agreement also requires that the County enter into with the
City an Agreement consistent with the provisions of the MCAS Tustin Reuse Plan which
require agencies receiving property at Tustin Legacy to first enter into an agreement
prior to permanent reuse of their proposed sites. The purpose of the agreement is to: (1)
identify the planning goals of the agency and the City for the site; (2) to identify the
scope and schedule for short range improvements and long range development plans
for the property; (3) to establish a process for meaningful consultation on development
and operational issues of mutual concern; (4) to identify capital improvements and right -
of -way dedications and any environmental impact report mitigation required of the
County, and (5) to identify necessary procedures to implement the agreement.
Attached is a proposed Agreement between the County and City related to the revised
site for the Orange County Regional Law Enforcement Training Center /Animal Control
Center.
Both SOCCCD and the County are currently working on all preconditions required for
the conveyance of property to the County either by SOCCCD or the City (in the case, of
portions of the site which are still owned by the Navy). Any additional required
environmental documentation on the development project for the site is within the
County's responsibility as they are the lead, with the City to act as a responsible
agency. After Council approval of this item, the Board of Supervisors are anticipated to
shortly thereafter consider the proposed agreement for their approval.
Staff will be available to respond to any questions, on this matter.
AU
Mat West
Project Manager
Attachment: County / SOCCCD Exchange Exhibit
Agreement Between City and County
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AGREEMENT
BETWEEN
THE CITY OF TUSTIN
U- 011
COUNTY OF ORANGE
RELATED TO A PORTION OF MCAS TUSTIN
UTH
THE ORANGE COUNTY REGIONAL LAW ENFORCEMENT
TRAINING CENTER/ANIMAL CARE CENTER
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AGREEMENT
BETWEEN
THE CITY OF TUSTIN
AND
THE COUNTY OF ORANGE
RELATED TO A PORTION OF MCAS TUSTIN
AND
THE ORANGE COUNTY REGIONAL LAW ENFORCEMENT TRAINING CENTER/
ANIMAL CARE CENTER
THIS AGREEMENT (this "Agreement') is made and entered into this day of
20 , by and between the CITY OF TUSTIN (`City "), a municipal
corporation organized under the laws of the State of California, acting in its capacity as the Local
Redevelopment Authority for the former Marine Corps Air Station Tustin, California, and the
COUNTY OF ORANGE, a political subdivision of the State of California, acting by and
through the OC Community Resources Department ('County "). The City and County are
sometimes referred to herein individually as a "Party' and collectively as the "Parties ". The
Parties agree as follows:
1.0 SUBJECT AND PURPOSE OF THIS AGREEMENT; APPLICABLE
REQUIREMENTS
1.1 Background for this Agreement.
LLL Pursuant to the Defense Base Closure and Realignment Act of 1990 (Part A of
Title XXIX of Public Law 101 -510; U.S.C. Section 2687 Note), as amended (the "Base Closure
Law "), the United States (the "Government') determined to close the Marine Corps Air Station
Tustin (`MCAS Tustin ") located substantially within the City of Tustin. In 1992, the City was
designated by the Office of Economic Adjustment on behalf of the Secretary of Defense as the
local redevelopment authority ( "LRA ") for preparation of a reuse plan for MCAS Tustin to
facilitate the closure of MCAS Tustin and its reuse in furtherance of the economic development
of the City and surrounding region.
1.1.2. In its capacity as the LRA, the City served as the lead agency for preparing the
base reuse plan, the applicable environmental documents under California law, and other
documents related to the planning for the civilian reuse of MCAS Tustin. The City determined
that the most appropriate tool to guide the conversion of the base from military to civilian use
and to facilitate review and approval of entitlements, permits, and uses was the preparation of a
combined reuse plan and specific plan.
1.1.3. As part of the Reuse Plan screening process, on October 31. 1995, the County
submitted a `Notice of Interest in Buildings and Property to the City acting as the Local
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
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Redevelopment Authority for MCAS Tustin for an Orange County Regional Law Enforcement
Training Center" (the "LETC ").
1.1.4. The MCAS Tustin Reuse Plan ( "Reuse Plan ") was developed in accordance with
federal procedures under the Base Closure Law and was adopted by the City of Tustin City
Council on October 16, 1996 and amended by Errata in September 1998. The Reuse Plan was
subsequently reviewed and approved by the United States Department of Housing and Urban
Development.
1.1.5. The Reuse Plan included the LETC. to be located in part on an approximately ten
(10) acre parcel of land ( "Original Parcel'), recommending that the site be conveyed to the City
as an economic development conveyance or to the County, utilizing a number of preferred
alternative public benefit conveyance transfer mechanisms, including those sponsored by the
Department of Education and /or Department of Justice.
L 1.6. On February 3, 2003 the City approved and adopted the MCAS Tustin Specific
Plan /Reuse Plan setting forth the zoning and entitlement framework for future development of
the former MCAS Tustin ("Specific Plan "). as subsequently amended in 2005 and 2006. The
portion of the former MCAS Tustin located within the City of Tustin is referred to herein as
"Tustin Legacy." The Specific Plan conforms to and implements the Reuse Plan and the Tustin
General Plan.
1.1.7. The Reuse Plan and Specific Plan include all detailed planning, policies,
regulations, and implementation strategies and procedures necessary to guide the reuse and
development of all property located within MCAS Tustin. The Reuse Plan and Specific Plan are
intended to serve as both policy- oriented and regulatory documents and contain the development
and reuse regulations that will govern all development, construction, and use of property at
Tustin Legacy.
1.1.8. A Final Joint Environmental Impact Statement /Environmental Impact Report for
the Disposal and Reuse of MCAS Tustin (the "Final EIS /EIR ") and Mitigation Monitoring and
Reporting Program for the Final EIS /EIR were adopted by the City on January 16, 2001. In
March 2001, a Record of Decision was issued by the Department of the Navy (hereinafter,
"Navy") approving the Final EIS /EIR and the Reuse Plan. An additional Supplement to the
Final EIS /EIR for the Tustin Ranch Road Interchange Project has been prepared as well as an
Addendum to the Final EIS /EIR.
1.1.9. The County reviewed drafts of the Reuse Plan and Specific Plan, the attendant
Final EIS /EIR, and other related and supporting documents. The County participated in the
formulation of such documents, provided comments, and otherwise fully participated in the
process that culminated in the certification of the environmental documents and the adoption and
approval of the Reuse Plan and Specific Plan.
1.1.10. Pursuant to the authority provided by the Base Closure Law and the implementing
regulations of the Department of Defense (32 CFR Part 174), the Secretary of the Navy, on
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 3.
behalf of the United States of America, is authorized to convey surplus property at a closing
installation to the LRA at no cost for economic development purposes.
1.1.11. In May 2002, the Navy approved that certain Agreement between the United
States of America and the City of Tustin, California for the Conveyance of a Portion of the
Former Marine Corps Air Station Tustin (the "Navy Conveyance Agreement "), which sets forth
the terms and conditions for the conveyance of a portion of MCAS Tustin by the Navy to the
City. On May 13, 2002, in accordance with the Navy Conveyance Agreement, a portion of
MCAS Tustin was conveyed by deed to the City (the "City Property ").
1.1.12. On or about April 22, 2004, City and the South Orange County Community
College District ( "SOCCCD ") entered into that certain Agreement between the City, of Tustin and
the South Orange Comity Community College District for Conveyance of a Portion of MCAS,
Tustin and the Establishment of an Advanced Technology Educational Campus (the
"City / SOCCCD Agreement "), pursuant to which the City agreed to convey a portion of the City
Property to SOCCCD.
1.1.13. Pursuant to the City / SOCCCD Agreement, the City conveyed to SOCCCD fee
title to portions of the City Property pursuant to that certain Quitclaim Deed and Environmental
Restriction Pursuant to Civil Code Section 1471 recorded on April 29, 2004 ("2004 Quitclaim
Deed ").
L L 14. The County desires to develop the LETC and an animal care center (the "Center ")
on a portion of the City Property conveyed to SOCCCD (the "County Property").
1.1.15. The County and the South Orange Community College District ( "SOCCCD ")
have entered into that certain Agreement for the Exchange of Real Propert1 Between the County
of Orange and South Orange County Community College District dated February 7, 2012
("Exchange Agreement ") in order for the County to exchange the Original Parcel for the County
Property.
1.1.16. The Exchange Agreement contemplated that the City and County would enter into
an agreement prior to the County's use of the County Property for the LETC and Center setting
forth the County's obligations under the Reuse Plan and the Specific Plan.
1.2 Definitions; Attachments. Capitalized terms used herein, including in the
Exhibits attached hereto, unless otherwise defined herein, shall have the respective meanings
specified in the Glossary of Defined Terms attached hereto as Exhibit "A." Unless otherwise
indicated, references in this Agreement to sections, paragraphs, clauses, exhibits, attachments
and schedules are those contained in or attached to this Agreement and all exhibits and schedules
referenced herein are incorporated herein by this reference as though fully set forth in this
Agreement.
1.3 General Intent of This Agreement.
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
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1.3.1. Consistent with the Reuse Plan and Specific Plan, the City desires and intends to
cooperate with the County and County desires and intends to plan, develop, maintain, and use
such property solely and continuously as the LETC and Center or other such use as may be
allowed by the Reuse Plan and Specific Plan. County recognizes and acknowledges that
pursuant to Government Code Section 54999 e[ seq., Article XIIID, Section 4(a) of the State
Constitution, the California Environmental Quality Act ( "CEQA "), and other applicable
provisions of state law, the County may be obligated, or may be obligated, to dedicate, install,
construct, or otherwise contribute and fund such capital improvements and infrastructure as may
be necessary to serve the County Property and any development or use maintained on the County
Property, or to otherwise mitigate any adverse impacts development of the County Property may
cause or create. The County agrees to comply with all Government Requirements related to such
obligations.
1.3.2. The City, acting in its capacity as the LRA, will coordinate with and assist County
in its development and use of the County Property as the LETC and the Center provided the City
receives assurances from County that the County Property will be developed and used in a
manner consistent with the Reuse Plan and Specific Plan and that County will participate in any
financing plans or programs the City may devise or implement to fund infrastructure
improvements necessary or desirable to provide municipal, utility, and public services to the
LETC and the Center, as well as other property and development within the boundaries of the
former MCAS Tustin.
1.3.3 The Parties hereto recognize that while the County's current plans for the County
Property are for the LETC and the Center that the County may desire to alter the use of the
County Property. The Specific Plan provides a process for the City determining authorized uses
and, if necessary for amending the Specific Plan. The County agrees that any County requested
change in use of the County Property shall be accomplished consistent with Section 4.2.8 of the
Specific Plan, and applicable portions of the Reuse Plan.
1.4 Purpose of This Agreement.
1.4.1. The purpose of this Agreement is (a) to effectuate the Reuse Plan and Specific
Plan through the development of portions of Tustin Legacy as further described herein and (b) to
provide for the maintenance of the County Property by County and the construction by County
on the County Property of improvements that will support the LETC and Center on the County
Property, including necessary infrastructure and other improvements as more particularly
described herein.
1.4.2. The purpose of this Agreement is also to ensure that the County Property is
planned, developed, maintained and used in a manner consistent with the Reuse Plan and
Specific Plan. Subject to the specific provisions set forth in this Agreement, this Agreement is
intended to:
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Identify the planning goals of County and the City for the County
Property:
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 5.
2. Identify the scope and schedule for short-range improvements and long -
range development plans for the County Property;
3. Establish a process for meaningful consultation on development and
operational issues of mutual concern;
4. Identify capital infrastructure improvements, roadway, existing utility and
new utility rights -of -way and easement dedications, as may be needed, and
environmental impact report mitigation that will be required of County;
and
5. Identify procedures necessary or desirable to implement this Agreement.
1.4.3. An additional purpose of this Agreement is to provide a process whereby the
Development /Reuse Regulations and Development Processing Requirements, as described and
provided for in Chapter 3 and Chapter 4 of the Specific Plan, and which may not otherwise be
applicable to County's use of the County Property under State Law, shall apply to the County
Property for the uses described in this Agreement.
1.4.4. This Agreement will ensure the implementation of the Reuse Plan and Specific
Plan, eliminate uncertainty in planning, provide for the orderly development of the County
Property consistent with the Reuse Plan and Specific Plan, allow installation of necessary or
desirable improvements, provide for public services appropriate to the development and use of
the County, and generally serve the public interest within the City and the surrounding region.
1.4.5. The Parties acknowledge that the consideration to be received by the City
pursuant to this Agreement and the consideration to be received by County hereunder constitute
sufficient consideration to support the covenants and agreements of the City and County.
1.5 Description of County Property Affecting This Agreement.
1.5.1. The County Property consists of approximately two (2) parcels totaling ten (10)
acres, more or less, located in the City, County of Orange, California as more particularly
described on Exhibit "B."
1.6 Federal Requirements Applicable to Tustin Legacy. The Parties acknowledge
and agree that this Agreement is entered into as required by the Reuse Plan, Specific Plan, and
pursuant to the Base Closure Law. Notwithstanding any provision to the contrary contained
herein, this Agreement is and shall be subject to the terms and conditions of the Reuse Plan, the
Specific Plan, Base Closure Law, the Federal Deed, including the Environmental Restrictions
pursuant to California Civil Code Section 1471 contained therein, and the rights, obligations and
remedies of the Federal Government thereunder, as applicable, and nothing contained in this
Agreement shall be construed in a manner that is inconsistent with the rights, obligations and
remedies of the Federal Government thereunder.
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
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1.7 Local Requirements.
1.7.1 This Agreement is subject to certain Government Requirements, including the
Tustin General Plan, the Reuse Plan. the Specific Plan and any redevelopment plan hereinafter
enacted with respect to the County Property.
1.7.2 Notwithstanding any other provision of this Agreement, in the event County
processes plans for a particular structure with the California Division of the State Architect
("DSA "), as required or permitted under Section 81130-81149 of the California Education Code.
as it may be amended from time to time ( "The Field Act "). or by DSA or another State of
California agency under another applicable statute that concerns the review and approval of
building plans for structures (other than for zoning), then County shall be exempt from
processing such plans for a particular structure with the City.
1.7.3 County and the City acknowledge that the foregoing provisions of this Section 1.7
do not limit the City's right (to the extent that such right exists under the Reuse Plan, Specific
Plan, Government Requirements or this Agreement) to exercise normal processing, review and
approval rights, and collection of normal fees in connection therewith, concerning matters not
within DSA's authority, including, but not limited to, plans for grading, drainage, siting of
improvements, alterations to a public right -of -way, circulation, parking and utilities connection,
and exterior building design.
1.7.4 After approval of Concept Plan approvals and site plan design review approvals
as required by Sections 4.2.2 and 4.2.4 of the Specific Plan and not withstanding anything to the
contrary in the Reuse Plan or Specific Plan, the County shall be responsible for the plan check
and permit process for demolition of existing buildings, if any, and new construction of buildings
on the County Property and shall submit plans for City review and comment concurrent with the
County plan check submittals as part of the continuous on -going communication process. County
agrees to give consideration to all comments received from City on such plans prior to permit
issuance and to ensure that County has obtained City plan approvals of grading, demolition and
severance of any subsurface structures and existing utility systems and for improvements within
the public right -of -way and on -site civil improvements and any required City water quality
control ordinance requirements. The City shall be responsible for the grading, subsurface
demolition and civil improvement plan check process and certification of the County's
compliance with City water quality control plan and ordinance requirements. County shall
submit grading, subsurface demolition and civil improvement plans to the City for plan review
and City will provide any review comments back to County to be addressed. The Parties each
agree to process plan submittals in a timely manner (either as part of the ongoing communication
process provided for in Section 4.5 or otherwise).
1.7.5 The City shall exercise its processing, review and approval authority in a manner
that does not discriminate against County as compared with other public agencies developing
property within Tustin Legacy, and will follow the City's normal timely review and approval
process.
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
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1.8 Not a Development Agreement. This Agreement is not a Development
Agreement as provided in Government Code Section 65864 and is not a grant of entitlement,
land use approval or vested right in favor of County. The City shall cooperate in good faith,
within applicable legal constraints and consistent with applicable City policies, and take such
actions as may be necessary and appropriate to effectuate and carry out this Agreement in a
timely manner.
2.0 EFFECT OF AGREEMENT IS BINDING
This Agreement, and all of the terms, covenants, obligations, rights, standards, and
conditions of this Agreement, shall run with the land comprising the County Property and shall
be binding upon and inure to the benefit of the parties and their respective assigns, heirs, other
successors -in- interest, lessees, and all other persons or entities acquiring the County Property or
any portion thereof or any interest therein. Nothing in this Agreement shall be construed as a
dedication or transfer of any right or interest in the title to the County Property, except as
otherwise expressly provided in this Agreement. All of the provisions of this Agreement shall be
enforceable as equitable servitudes and shall constitute covenants running with the land pursuant
to applicable law, including, but not limited to, Section 1468 of the California Civil Code. All of
the burdens, obligations, duties, rights, and benefits of the Parties under this Agreement
(including without limitation the right of County to construct, develop, and maintain the LETC
and the Center) shall continue in full force and effect, notwithstanding the completion of all or
any portion of the LETC or the Center.
3.0 PLANNING GOALS
3.1 General Planning Goals. The County Property is designated for development
and use as the LETC and the Center and is located within and constitutes an integral part of
Neighborhood A of the Reuse Plan and Specific Plan. Neighborhood A is part of a broader mix
of public - serving uses in an educational environment that includes community college uses, an
elementary school site, and County of Orange anticipated facilities including a Regional Law
Enforcement Training Facility. The County will plan, develop and maintain the LETC and
Center as defined in Exhibit A to this Agreement. The County will use reasonable efforts to
plan, develop, and use the County Property in a manner that is supportive of the intent of
Neighborhood A and which is compatible with the other uses which may be developed and
maintained within Neighborhood A in accordance with the Reuse Plan and the Specific Plan.
3.2 Use of County Property. The Parties acknowledge and agree that the County
Property will be conveyed by SOCCCD to the Count), for use in perpetuity and continuously as
an LETC and Center or other uses that may be approved pursuant to the applicable provisions of
the Specific Plan. The County represents and agrees that its undertakings pursuant to this
Agreement are for the purposes of developing such LETC and Center and not for speculation in
land holding or for subsequent sale to other parties. The County acknowledges and agrees that
no voluntary or involuntary successor in interest of the County shall acquire any interest in the
County Property or rights or powers under this Agreement except as provided in Article 8.
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4.0 DEVELOPMENT AND REUSE
4.1 Development General Requirements. Subject to the applicable provisions of
this Agreement, development of the County Property is subject to applicable Governmental
Requirements including but not limited to the Tustin General Plan, the Reuse Plan and Specific
Plan, the Orange County Flood Control District (" OCFCD ") Cooperative Agreement, required
mitigation measures contained in the Final EIS /EIR as applicable to the County Property, and
any Redevelopment Plants) enacted hereafter with respect to the County Property.
4.2 Development Standards. Subject to the applicable provisions of this Agreement,
the maximum density and intensity of uses, the general location of uses, the number and size of
legal lots, the maximum height and size of the proposed improvements, requirements for the
dedication and reservation of land for public purposes and other standards of development
applicable to the County shall be in accordance with the provisions applicable to the County
Property in Chapter 2, Plan Description, and Chapter 3, Land Use and Development /Reuse
Regulations, in the Reuse Plan and Specific Plan.
4.3 Development Process. Except as set forth herein, prior to commencing the use
of the County Property or the construction or installation of any improvement on the County
Property and subject to the applicable provisions of this Agreement, the County shall comply
with the Development Processing Requirements in Chapter 4 of the Specific Plan.
The County shall process all appropriate environmental documents for individual projects
as required by CEQA and its implementing regulations. The County shall also notify the City of
all projects (as that term is defined by CEQA) on the County Property as required by CEQA.
4.4 Maior Improvements. Subject to the applicable provisions of this Agreement,
County shall not construct or make or permit the construction or making of any Major
Improvements on the County Property without providing the Office of the City Manager and
City Community Development Department with all documents and information related to any
such Major Improvements (`Construction Documents "), including concept drawings, design
development drawings, and final construction designs and specifications. Subject to the
applicable provisions of this Agreement, the County shall provide the Community Development
Department with the Construction Documents at each phase of the development and drafting
process, or upon a reasonable request by the Tustin's City Manager's Office or by the
Community Development Department. Subject to the applicable provisions of this Agreement,
the City may provide comments to any Construction Documents and the County agrees to give
full consideration to all such comments received by the County within thirty (30) business days
following receipt by the Community Development Director of the applicable Construction
Documents and the County shall not begin construction of the Major Improvement(s) under
review by the City prior to the expiration of such thirty (30) business day review period.
4.5 Development Coordination. During the planning and development of the LETC
and the Center on the Count), Property, the County shall endeavor to hold regular meetings, at
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least quarterly, with City representatives including the Assistant City Manager and the
Community Development Director, and their representatives, to discuss the planning,
development, and operational issues of mutual concern, including the preparation, submission
and review of concept plans, design development drawings and Construction Documents. Such
meetings shall serve as a forum for exchange of information concerning the design and
development of the LETC and the Center as well as provide the opportunity for the City to
advise the County of other development issues which may affect the County Property.
4.6 Existing Structures and Other Improvements. Subject to the requirements of
Chapter 3 of the Reuse Plan, the County shall demolish or upgrade existing structures on the
County Property to conform to the Uniform Building Code, as amended by the City, State of
California Title 24 Access Compliance (handicapped provisions), and the requirements of the
Americans with Disabilities Act ( "ADA "), as applicable. Existing buildings, open space areas,
and other improvements on the County Property shall be demolished or upgraded in accordance
with Chapter 3 of the Specific Plan.
4.7 Utilities and Infrastructure.
4.7.1 Backbone Infrastructure Improvements.
4.7.1.1 The County acknowledges and agrees that the development of the
County Property, together with the development of the remainder of Tustin Legacy, will require
the funding and construction of backbone infrastructure improvements located off the County
Property, including Tustin Legacy road improvements, traffic and circulation improvements,
flood control channels and retention basins, and lighting and landscaping ( "City's Tustin Legacy
Backbone Infrastructure Program").
4.7.1.2 Except for lighting and landscaping backbone infrastructure which
may be funded by a City assessment district, the City hereby waives and agrees to relieve the
County of its fair share obligation for the City's Tustin Legacy Backbone Infrastructure Program,
whether funded by City Community Facilities District(s), by City Assessment District(s), or by
City capital facilities fees, provided that such LETC and Center continues to be owned by the
County and is not privatized and the County Property is not subject to County possessory interest
taxes. The County agrees to cooperate with City to form an assessment district for lighting and
landscaping, and to include the County Property in such district, and agrees to the imposition of
assessments on terms that do not discriminate against the County Property as compared with
other public agency property in the proposed district.
4.7.1.3 Capital facilities also needed to serve Tustin Legacy are facilities
for water (domestic and reclaimed), sewer, electricity, gas, telephone, cable and
telecommunications ("Other Entities' Tustin Legacy Backbone Infrastructure Program"). The
County shall pay its fair share contribution to the Other Entities' Tustin Legacy Backbone
Infrastructure Program to the full extent permitted by applicable law through connection fees of
those entities or as otherwise required by each such entity's rules and regulations for service.
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4.7.1.4 This Agreement meets the Final EIS /EIR requirement that any
development applicant enter into an Agreement to acknowledge its fair share contribution to
funding the construction of backbone infrastructure at Tustin Legacy.
4.7.2 Horizontal Improvements. The County acknowledges and agrees that it shall be
responsible for design, installation and construction of all Horizontal Improvements for
development of the County Property and as required by the City or other utility providers
pursuant to any entitlement conditions, Development Permit, the Reuse Plan, Specific Plan or
any other governmental requirement.
4.7.3 Utilities.
4.7.3.1 Provision of Utilities. The County shall be solely responsible for
obtaining utility services to serve the County Property. Any separate metering of utilities
required by any utility service provider shall be the responsibility of the County. The County
shall pay all service charges, and all initial utility deposits and fees, for water, electricity,
sewage, janitorial, trash removal, gas, telephone, pest control and any other utility services
furnished to the County Property and the improvements on the County Property ("Utilities ").
The City shall not be liable for any reason for any loss or damage resulting from an interruption
of any of these services. In order to facilitate upgrading of utility systems, the City may
designate the provider of Utilities and in such event the County shall use such designated
provider; provided that the County shall have no claim against the City, of any type, for any
failure of such provider to provide such service, and the County's remedy, if any, shall be limited
to such provider.
4.7.3.2 Pre - existing Utility Systems. The County acknowledges and agrees
that pre- existing water, electric, sewer, natural gas, and storm drainage systems may be present
on the County Property ( "Utility Systems "), that such Utility Systems are no longer operational,
and that such Utility Systems will be transferred to County from the SOCCCD as related
personal property by a bill of sale as part of the implementation of the Exchange Agreement and
any escrow closings in conjunction with that transaction. As part of any future development, the
County will be required to demolish and /or abandon and replace the Utility Systems with new
systems as part of the planned development and reuse of the County Property. Recognizing that
the Utility Systems may have connected to other former Utility Systems at the former WAS
Tustin, and that there might be hazards with altering the systems, the County, its employees,
agents, or contractors, shall not alter, modify, repair, replace, or relocate any part of the Utility
Systems without consulting with the City. The County shall be responsible for all costs related
to such alteration, modification, repair, replacement. or relocation. Provision of new backbone
Utility Systems at the former WAS Tustin to support new development is a priority to the City.
In the event of any conflicts, the City shall not be liable for any loss or damage resulting from the
disconnection or interruption of utility services to the County or any interference with the
County's use of the County Property necessitated by such activities. The determination to
disconnect or interrupt any utility service or interfere with the County's use of the County
property may be necessitated in the event of construction coordination issues associated with
provision of new backbone Utility Systems. In such the case that the City is aware of such
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potential anticipated disruption, City will provide County with 72 hours prior notice of such
determination, except in the case of utility breakages and emergency interruptions not within the
control of the City.
5.0 CONSENT TO REGULATION AND FINANCING
5.1 County Consent to Regulation. Subject to the applicable provisions of this
Agreement, the County acknowledges and consents to the City's regulation of the development
and the use of the County Property in accordance with Government Requirements and Specific
Plan provisions applicable to the County Property, notwithstanding any other provision of state
law or equity to the contrary, including an}, principle or right of sovereignty or preemption that
may otherwise inure to the benefit of the County under the laws of the State of California. The
County acknowledges that its compliance with the regulatory program as described in this
Agreement is required by the Reuse Plan and Specific Plan and is a primary inducement in
securing the conveyance of the County Property from the United States, and in the City's support
and approval of such conveyance.
5.2 Consent to Financing. The County consents to and agrees to participate in any
Funding Process the City may initiate to finance the Tustin Legacy Backbone Infrastructure
Program provided the terms of such Funding Process are consistent with the terms of Section
4.7.1.2 of this Agreement and do not discriminate against the County Property as compared with
other public agency property within Tustin Legacy.
5.3 No Opposition. The County has reviewed the Reuse Plan and Specific Plan, as
of the date of this Agreement, and agrees not to oppose any proposed, approved, or existing uses
at the former MCAS Tustin which are consistent with the Reuse Plan or Specific Plan.
6.0 ENVIRONMENTAL PROVISIONS
6.1 Environmental Mitigation. The County shall install, contribute, dedicate,
improve, or otherwise provide all necessary Environmental Mitigation as applicable for the use
and development of the County Property. Such mitigation shall be fully installed or completed
as identified in the Final EIS /EIR, as may be amended by an EIS /EIR Addendum, a
Supplemental EIS /EIR, or other further environmental documentation. Any Environmental
Mitigation required for development may be as described in the Final EIS /EIR, any EIS /EIR
Addendum or Supplemental EIS /EIR or other further environmental documentation.
6.2 Adequacv of the EIS/EIR. The County acknowledges that the Final EIS /EIR, as
amended (by either Supplements or Addendum) program document is a program level
environmental document governing this Agreement and the development of the County Property,
provided such development is consistent with the program description for the County Property
contained in the Final EIS /EIR, the Reuse Plan and Specific Plan. The County acknowledges
and agrees that it is also required to comply with all requirements of CEQA and its implementing
regulations in adopting the program document and may be required to conduct additional
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required supplemental documentation for the development of the County Property and for
individual projects on the County Property.
6.3 As Is, Where Is, With all Faults.
6.3.1 County acknowledges and agrees that County has examined the County
Property and will accept the County Property from SOCCCD pursuant to the Exchange
Agreement in a condition as set forth therein. County further acknowledges and agrees, except
as otherwise provided in this Agreement, that the City has not made and does not make and
specifically negates and disclaims any representations, warranties, promises, agreements or
guarantees of any kind or character, whether express or implied, oral or written, past, present or
future. whether by the City or any of its agents, elected or appointed officials, or representatives
or employees.
6.3.2 Environmental Condition of Countv Property; Restrictions. County
acknowledges and agrees that the acquisition of the County Property by County from SOCCCD
will be subject to other conditions, restrictions, and clauses contained in many of the
environmental reports prepared for the County Property, including without limitation the Navy
Conveyance Agreement, the City / SOCCCD Agreement, the Exchange Agreement, the
Environmental Baseline Study ( "EBS "), the Finding of Suitability to Transfer (`FOST "), any
quitclaim deed for the County Property from the Navy to the City, any deed from the City to
SOCCCD, any deed from SOCCCD to the County, and the EIS /EIR ("Environmental Reports "),
and that the City has provided, or provided access to, all such Environmental Reports known to
the City.
7.0 COVENANTS AND RESTRICTIONS
7.1 Use Covenant. The County covenants for itself and its successors that the
County, and its successors, shall use the County Property only for the LETC and Center or other
uses as may be approved pursuant to applicable provisions of the Specific Plan uses specified in
Section 3.0 of this Agreement. Pursuant to the MCAS Tustin Specific Plan accessory uses and
structures may be authorized by the City when customarily associated with and subordinate to
the authorized use.
7.2 Maintenance Covenant. From and after the date of acquisition by the
County of any portion of the County Property, the County and its successors shall: (i) maintain
the portions of the County Property owned by it in a clean and weed -free condition; (ii) maintain
any improvements on the County Property under construction consistent with construction
industry practice; and (iii) upon completion of all or any portion of improvements, maintain
improvements in the same aesthetic and same condition or better as the condition of the
improvements at the time a certificate of occupancy is issued on the improvements, reasonable
wear and tear excepted.
7.3 Non - Discrimination and Equal Opportunity.
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7.3.1 The County covenants and agrees, for itself and its successors, that (a) it shall not
discriminate against any employee or applicant for employment on an), basis prohibited by law
and (b) it has received and read, understands and agrees to be bound with respect to the entirety
of the County Property by the Non - Discrimination Covenant contained in the Navy Deed.
7.3.2 The County shall provide equal opportunity in all employment practices.
7.3.3 Obligation to Refrain from Discrimination. The County covenants and agrees for
itself and its successors that there shall be no discrimination against or segregation of any person,
or group of persons, on account of race, color, creed, religion, sex, sexual orientation, marital
status, national origin or ancestry in the use, occupancy, tenure, or enjoyment of the County
Property nor shall the County itself or any person claiming under or through it establish or permit
any such practice or practices of discrimination or segregation with reference to the selection,
location, number, use or occupancy of tenants, subtenants, sub - lessees or vendees of the County
Property.
8.0 CHANGES TO OWNERSHIP AND CONTROL BY COUNTY
8.1 Restrictions on Rights and Powers Under Agreement. County agrees that no
voluntary or involuntary successor in interest of County shall acquire any rights or powers under
this Agreement or in the County Property except as set forth in Article 8.
8.2 Restrictions on Transfer. County and its successors -in- interest shall not effect,
or agree to effect, any transfer, sale, assignment, gift or other conveyance of all or any portion of
the County Property or any interest herein, or any right or interest under this Agreement, whether
voluntarily, involuntarily, or by operation of law or otherwise (collectively, a "Transfer "), unless
such Transfer is a permitted transfer (`Permitted Transfer "). A Permitted Transfer shall mean
only any of the following:
(a) Any mortgage, deed of trust, pledge, hypothecation or other similar
transfer (including sale - leaseback financing transactions) for the purpose of providing security
for the repayment of indebtedness and related obligations incurred to finance or refinance the
acquisition, development or construction of the County Property or improvements thereon in
accordance with the provision of this Agreement, provided, that such mortgage, deed of trust,
pledge, hypothecation or other similar transfer (including sale - leaseback financing transactions)
shall be subordinate to this Agreement.
(b) Granting of easements or similar rights to public utilities or governmental
or quasi - governmental entities in the ordinary course of development or operation of the County
Property in accordance with the provisions of this Agreement.
(c) Leases or subleases for use of the County Property for the purposes set
forth in this Agreement and the Specific Plan.
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(d) The transfer of the County Property or an interest in the County Property
by the County to another governmental or public entity, as long as the purpose of such transfer is
to put into effect the currently permitted uses of the County Property under this Agreement and
the Specific Plan. In the event of such a Permitted Transfer, the County's successor shall be
bound by the terms of this Agreement.
(e) Any other Transfer as to which the County or its successor in interest
receives the prior written consent of the City.
8.3 Other Transfers. For the purposes of this Agreement, "Transfer" also shall
include any of the following:
(a) If County is or becomes bankrupt or insolvent or if any involuntary
proceeding is brought against County (unless, in the case of a petition filed against County, the
same is dismissed within ninety (90) days), or County makes an assignment for the benefit of
creditors, or institutes a proceeding under or otherwise seeks the protection of federal or State
bankruptcy or insolvency laws, including the filing of a petition for voluntary bankruptcy or
instituting a proceeding for reorganization or arrangement;
(b) If a writ of attachment or execution is levied on this Agreement or on the
County Property, or on any portion thereof, where such writ is not discharged within ninety (90)
days; or
(c) If, in any proceeding or action in which a Party is a party to such
proceeding or action, a receiver is appointed with authority to take possession of the County
Property, or any portion thereof, or any improvements thereon, where possession is not restored
to the Party within ninety (90) days.
8.4 Remedies for Improper Transfers. The City shall be deemed a third party
beneficiary to those restrictions contained in the Exchange Agreement, the Navy Conveyance
Agreement, this Agreement and the deed conveying the County Property to the County. In the
event of a Transfer in violation of the Exchange Agreement, the Navy Conveyance Agreement,
this Agreement, or the deed conveying the County Property to the County, the City shall have all
remedies available to it at law and in equity, including, but not limited to, the right to enjoin any
improper Transfer.
9.0 INDEMNIFICATION AND ENVIRONMENTAL PROVISIONS
9.1 County's Indemnification. The County shall indemnify, protect, defend, assume
all responsibility for and hold harmless the City and its appointed and elected officials,
employees, contractors, representatives and agents (collectively referred to as the "Indemnified
Parties "), from and against any and all Claims resulting or arising from or in any way connected
with the following, provided the County shall not be responsible for (and such indemnity shall
not apply to) the gross negligence or willful misconduct of the Indemnified Parties:
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A. The County's use of the County Property in any way;
B. Any other activities of the County on the County Property or off -site by the
County to support the use of the County Property;
C. Any plans or designs for Improvements on the County Property or off -site by the
County to support the use of the County Property prepared by or on behalf of the County,
including any errors or omissions with respect to such plans or designs;
D. Any loss or damage to the City resulting from any inaccuracy in or breach in any
representation or warranty of the County made under this Agreement, or resulting from any
breach or default by the Count), under this Agreement; or
E. Any development or construction of improvements on the County Property or off -
site by the County to support the use of the County Property, whether regarding quality,
adequacy or suitability of the plans, any labor, service, equipment, or material furnished to the
County Property, any person furnishing the same or otherwise.
9.2 Barranca Channel Indemnification. The County agrees to the extent permitted
by law to indemnify and defend the City and the OCFCD against any and all claims, loss,
liability or damages arising from damage to property or injury to persons resulting from flooding
and /or erosion within the County Property resulting from the County's activities on the County
Property or off -site to support the use of the County Property. The County shall ensure that it
has adequate assets in existence to fund this obligation. These defense and indemnity obligations
do not extend to any loss, liability, or damages established by a court of competent jurisdiction to
be caused by City's or OCFCD's negligence or willful misconduct in the design or maintenance
of existing flood control improvements in the Barranca Channel, provided the failure to improve
the Barranca Channel in the drainage area of the County Property will not constitute negligence
or willful misconduct on the part of the City or the OCFCD.
9.3 Environmental Indemnification. Effective as to the County Property, the
County shall, to the maximum extent permitted by law, indemnify, protect, defend, assume all
responsibility for and hold harmless the Indemnified Parties from and against any and all Claims
resulting or arising from or in any way connected with the existence, release, threatened release,
presence, storage, treatment, transportation and /or disposal of any Hazardous Materials at any
time on, in, under, from, or about or adjacent to any portion or portions of the County Property to
the extent that County is undertaking activities off -site to support the use of the County
Property), regardless whether any such condition is known or unknown now or upon acquisition
and regardless of whether any such condition pre - exists acquisition or is subsequently caused,
created or occurring, provided, consistent with applicable laws and regulations, however, that the
County shall not be responsible for (and such indemnity shall not apply) to the gross negligence
or willful misconduct of the Indemnified Parties. This environmental indemnity shall be
included in any recorded short form of this Agreement against said lands and shall be binding
upon successors of the County owning all or any part thereof in accordance with Section 9.3 of
this Agreement.
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9.3 Duration of Indemnities. The indemnities set forth in this Section 9 shall
survive any termination of this Agreement, and shall continue to be binding and in full force and
effect in perpetuity with respect to the County and its successors.
10.0 REPRESENTATIONS
10.1 Cam. The City hereby represents to the County that on and as of the date of this
Agreement, the City has full capacity, right, power and authority to execute, deliver and perform
this Agreement and all documents to be executed by the City pursuant hereto, and all required
action and approvals therefore have been duly taken and obtained for this Agreement. The
individuals signing this Agreement and all other documents executed or to be executed pursuant
hereto on behalf of the City shall be duly authorized to sign the same on the City's behalf and to
bind the City thereto. This Agreement and all documents to be executed pursuant hereto by the
City are and shall be binding upon and enforceable against the City in accordance with their
respective terms.
10.2 County. The County hereby represents to the City that on and as of the date of
this Agreement, the County has full capacity, right, power and authority to execute, deliver and
perform this Agreement and all documents to be executed by the County pursuant hereto, and all
required action and approvals therefore have been duly taken and obtained for the Agreement.
The individuals signing this Agreement and all other documents executed or to be executed
pursuant hereto on behalf of the County shall be duly authorized to sign the same on the
County's behalf and to bind the County thereto. This Agreement and all documents to be
executed pursuant hereto by the County are and shall be binding upon and enforceable against
the County in accordance with their respective terms.
11.0 NOTICE
Notices shall be deemed sufficient under this Agreement if made in writing and
submitted to the following addresses (or to any new or substitute address hereinafter specified, in
a writing theretofore delivered in accordance with the notice procedure set forth herein by the
intended recipient of such notice):
If to the Citv: City of Tustin
300 Centennial Way
Tustin, CA 92780
Attn: City Manager & Assistant City Manager
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City of Tustin
300 Centennial Way
Tustin, CA 92780
Attn: David Kendig, City Attorney
With a copy to: George Schlossberg, Esq.
Kutak Rock LLP
1 101 Connecticut Avenue, NW
Suite 1000
Washington, D.C. 20036
If to Countv: Thomas G. Mauk
County Executive Officer
County of Orange
Hall of Administration
10 Civic Center Plaza
Santa Ana, CA 92701 -4062
With a cop}, to: Steve Franks, Director
OC Community Resources
1770 N. Broadway
Santa Ana, CA 92706
12.0 SHORT FORM NOTICE OF AGREEMENT
Upon execution of this Agreement, the City and the County shall execute the Short Form
Notice of Agreement attached hereto as Exhibit "C ". The Short Form Notice of Agreement shall
be recorded in the Official Records of the County of Orange. California immediately following
the execution of this Agreement. The Short Form Notice of Agreement shall be in a form
approved by the City and the City Attorney.
13.0 MISCELLANEOUS PROVISIONS
13.1 No amendment, change, modification or supplement to this Agreement shall be
valid and binding on any of the Parties unless it is represented in writing and signed by each of
the Parties hereto.
13.2 The covenants, representations and warranties contained in this Agreement shall
survive any investigation made by an}, Party hereto and the closing of the transactions
contemplated hereby.
13.3 The Parties shall fully cooperate with each other in attaining the purposes of this
Agreement and shall take any additional acts or sign any additional documents as may be
necessary or appropriate as related thereto.
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13.4 In all cases, the language in all parts of this Agreement shall be construed simply,
according to its fair meaning and not strictly for or against any Party, with the view of preserving
and protecting the intent and purposes of the Reuse Plan and Specific Plan, it being agreed that
the Parties or their agents have all participated in the preparation of this Agreement.
13.5 No waiver of any provision of this Agreement shall be deemed or shall constitute
a waiver of any other provision whether or not similar, nor shall any waiver constitute a
continuing waiver. No waiver shall be deemed a waiver and no waiver shall be binding unless
executed in writing by the Party making the waiver.
13.6 The provisions of this Agreement shall be binding upon and inure to the benefit of
the Parties and the subsequent owner(s) of all or any portion of the County Property and their
respective successors. There are no third -party beneficiaries to this Agreement, and neither Party
shall have any right to assign its rights under this Agreement except for the City's right to assign
this Agreement to a city or other governmental entity that succeeds to the City's jurisdictional
authority concerning the City Property.
13.7 This Agreement may be executed in two or more identical counterparts, each of
which shall be deemed to be an original and each of which shall be deemed to be one and the
same instrument when each Party signs each such counterpart.
13.8 All attachments to this Agreement, including all Exhibits, the references such as
Reuse Plan and Specific Plan are incorporated as a part of this Agreement, as though fully set
forth.
13.9 Each of the Recitals is incorporated into this Agreement.
13.10 All references to the Parties shall include all officials, officers, personnel,
employees, agents, assigns, and subcontractors of the Parties.
13.11 This Agreement, together with the exhibits attached hereto and the Reuse Plan
and Specific Plan, is intended by the Parties to be the final expression of their agreement with
respect to the subject matter of this Agreement and the complete and exclusive statement of the
terms of this Agreement between the Parties, and supersedes any prior understandings between
the Parties, whether oral or written.
13.12 The failure of either Party to insist, in any one or more instances, upon strict
performance of any of the terms of this Agreement shall not be construed as a waiver or
relinquishment of such Party's right to future performance of this Agreement, but the obligations
of the other Party with respect to such future performance shall continue in full force and effect.
Whenever the terms of this Agreement call for one Party to approve an action or make a
determination before the other Party may undertake or perform such action, said approval or
determination shall not be unreasonably denied or delayed.
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14.0 LIST OF EXHIBITS
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A. Glossary of Defined Terms
B. Description of County Property
C. Short Form Notice of Agreement
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 20.
The Parties have each executed this Agreement as of the date first written above.
ATTEST:
BY:
Pamela Stoker
City Clerk
APPROVED AS TO FORM:
BY:
City Attorney
CITY OF TUSTIN
W,
Jeffrey Parker, City Manager
COUNTY OF ORANGE
9W
SIGNED AND CERTIFIED THAT A
COPY OF THIS DOCUMENT HAS BEEN
DELIVERED TO THE CHAIR
OF THE BOARD OF SUPERVISORS
PER GC § 25103, RESO. 79 -1535
Susan Novak
Clerk of the Board of Supervisors
Orange County, California
APPROVED AS TO FORM:
COUNTY COUNSEL
an
4836- 4593 -4352 1
Chair, Board of Supervisors
Orange County, California
1
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 21.
Exhibit A
Glossary of Defined Terms
"Agreement" means this Agreement, the exhibits to this Agreement, and the MCAS
Tustin Specific Plan /Reuse Plan.
"Business Day(s)" means any day on which City Hall is open for business and shall
specifically include Fridays when City Hall is officially closed, Saturday, Sunday or a legal
holiday.
"CEQA" means the California Environmental Quality Act and implementing regulations
and guidelines, contained in Cal. Public Resources Code Section 21000 et seq., and Cal. Code of
Regulations, title 14, Section 15000 et seq.
"City" means the City of Tustin.
"Claim" or "Claims" means any and all claims, actions, causes of action, demands,
orders, or other means of seeking or recovering losses, damages, liabilities, costs, expenses
(including attorneys' fees, fees of expert witnesses, and consultants' and court and litigation
costs), fines, penalties, liens, taxes, or any type of compensation whatsoever, direct or indirect,
known or unknown, foreseen or unforeseen.
"Community Development Director" means the Community Development Director of the
City of Tustin.
"County" means the County of Orange.
"County Property" means the real property located within the bounds of WAS Tustin
that was conveyed to the County by the SOCCCD, and as legally defined in Exhibit B.
"Development Processing Requirements" means the processing procedures and
requirements contained in Chapter 4 of the WAS Tustin Specific Plan /Reuse Plan, "Specific
Plan Administration" and as may be amended from time to time.
"Development /Reuse Regulations" means the applicable land use and development /reuse
regulations contained in Chapter 3 of the WAS Tustin Specific Plan /Reuse Plan, as may be
amended from time to time, including without limitation, height and size of proposed buildings,
rules applicable to landscaping, zoning, subdivisions, setbacks, density or intensity of use,
exactions, timing of development, dedication and reservation of land for public purposes,
signage, growth management, traffic demand management consistent with the Trip Budget
Tracking System established as part of the EIS /EIR and Specific Plan, and design criteria and
guidelines of the City including references in Chapters 2 and 3 to applicable requirements in the
Tustin City Code.
4836 -0593- 4352.1
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 22.
"EIS /EIR" means the Joint Final Environmental Impact Statement /Environmental Impact
Report prepared and certified for the MCAS Tustin Specific Plan /Reuse Plan, as may be
subsequently amended by Supplement or Addendum, and other related discretionary entitlement
actions for which the City is the Lead Agency.
"Environmental Mitigation" means the improvements, dedications, applicable payments
in lieu of improvements, and the implementation, installation, and /or performance of measures or
tasks attributed to the development and use of the County Property that have been identified in
the EIS /EIR, as amended (by Supplement or Addendum), or any subsequent required
environmental documentation /assessment or pursuant to any Funding Process or identified as a
mitigation measure in the EIS /EIR or any subsequent required environmental
documentation /assessment which should or will be imposed as a condition of approval of any
development on the County Property through any environmental documentation /assessment of
any development on the County Property subsequent to the date of this Agreement.
"Federal Law" means all applicable statutes, rules, regulations, and orders of the United
States relating to the realignment and closure of military bases, including, but not limited to, the
National Defense Authorization Act for fiscal year 1999, the Base Closure Community
Redevelopment and Homeless Assistance Act of 1994, and the National Defense Authorization
Act for fiscal year 2000, and the regulations promulgated thereunder, including, but not limited
to, 32 CFR Parts 174 and 175, as they currently exist or as may be amended and applicable to
this Agreement.
"Funding Process" means any plan or program for the financing of public improvements
authorized or allowed under any law, including but not limited to Government Code Section
54999 et seq., and Article XIIID, Section 4(a) of the State Constitution, which the City of Tustin
may initiate.
"Government Requirements" shall mean all laws, statutes, codes, ordinances, rules,
regulations, standards, guidelines and other requirements applicable to the County Property,
including the Tustin City Code, issued by any governmental authority having jurisdiction over
the Parties, the County Property, or any development project on the County Property, or any
component thereof except as otherwise set forth in this Agreement.
"Horizontal Improvements" means the on site and off site infrastructure improvements
and utilities and dedications, or any applicable payments in lieu of improvements, which are the
full required obligation of the County and are required to be constructed or installed on or in
connection with development of the County Property, including all public and private streets,
roadways, drives, alleyways, sidewalks and all utilities required for the development of the
County Property or to connect to off site infrastructure (e.g., utility connections); provided,
however, that Horizontal Improvements shall not include the Tustin Legacy Backbone
Infrastructure Program.
�sxtatxxaxir�
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CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Page 23.
"LRA" means the Local Redevelopment Authority as such term is used and defined
pursuant to Federal Law.
"Major Improvements" means any improvements, alterations, reconstruction repairs,
replacements, additions or changes (collectively the "Changes ") that (i) equal an aggregate of
1,000 square feet or more of floor area, (ii) constitute a physical site change, (iii) constitute
construction or Changes to the roofs, exterior stucco or siding, windows or architecture of
buildings on the County Property, or (iv) would normally require a plan check by the State
Architects office.
"MCAS Tustin" means the former Marine Corps Air Station at Tustin, California.
"Reuse Plan" means the MCAS Tustin Specific Plan /Reuse Plan dated October 16, 1996,
including as a part thereof an Errata dated September 1998, and as such MCAS Tustin Specific
Plan /Reuse Plan as may be adopted and amended from time to time.
"SOCCCD" means the South Orange Community College District.
"Specific Plan" means the MCAS Tustin Specific Plan/ Reuse Plan dated October 16,
1996. including as a part thereof an Errata dated September 1998, as such MCAS Tustin Specific
Plan /Reuse Plan as may be adopted and amended from time to time.
4836 - 4593 -0352.1
Legal Description
County Property
(SOCCCD EXCHANGE PARCEL -FEE PORTION)
(Being a portion of Parcel 1 -E1.1, Inst. No. 2004000369376, O.R.)
In the City of Tustin, County of Orange, State of California, being that portion of Block 10 of
Irvine's Subdivision as shown on the map filed in book 1, page 88 of Miscellaneous Record
Maps, and as shown on a map filed in Book 165, Pages 31 through 39 inclusive of Records of
Surveys, all of records of said County, described as follows:
For the purpose of this description the following two Control Lines are hereby established:
Control Line "A"
Beginning at the intersection of the centerline of Red Hill Avenue with the centerline of Valencia
Avenue as shown on said Record of Survey, the centerline of Red Hill Avenue having a bearing
of North 40 °37'39" East between Valencia Avenue and Warner Avenue; thence South 49 020'07"
East 106.23 feet to the beginning of a curve concave southwesterly having a radius of 1400.04
feet; thence southeasterly along said curve 134.49 feet through a central angle of 05 °30'14';
thence South 43 049'53" East 101.77 feet to the beginning of a curve concave northeasterly
having a radius of 1400.04 feet; thence southeasterly along said curve 87.02 feet through a
central angle of 03 033'41'; thence continuing along said curve 47.38 feet through a central
angle of 01 056'20 "; thence South 49 019'54" East 424.17 feet; thence continuing South 49 °19'54"
East 162.79 feet to the beginning of a curve concave northeasterly having a radius of 1400.04
feet; thence southeasterly and easterly along said curve 733.69 feet through a central angle of
30 001'33'; thence South 79 021'27" East 309.99 feet to its intersection with Control Line "B ".
Control Line "B"
Beginning at its intersection with Control Line "A "; thence South 15 038'31" West 74.21 feet to
the beginning of a curve concave northwesterly having a radius of 1400.04 feet; thence
southwesterly along said curve 828.03 feet through a central angle of 33 053'13'; thence
continuing southwesterly along said curve 441.51 feet through a central angle of 18 °04'06';
thence South 67 035'50" West 139.46 feet to the beginning of a curve concave southeasterly
having a radius of 1400.04 feet; thence southwesterly along said curve 694.50 feet through a
central angle of 28 025'19 "; thence South 39 °10'31" West 177.54 feet to a point hereinafter to be
referred to as Point "A"; thence continuing South 39'10'31" West 985.65 feet to the beginning of
a curve concave southeasterly having a radius of 1400.04 feet; thence southwesterly and
southerly along said curve 806.36 feet through a central angle of 32 °59'59" thence South
6 °10'32" West 478.01 feet to the beginning of a curve concave northwesterly having a radius of
1400.04 feet; thence southerly and southwesterly along said curve 842.93 feet through a central
angle of 34 °29'48'; thence South 40 040'20" West 437.45 feet to the intersection of the centerline
of Barranca Parkway with the centerline of Armstrong Avenue as shown on said Record of
Survey.
Legal Description
County Property
(SOCCCD EXCHANGE PARCEL -FEE PORTION)
Commencing at the hereinabove described Point "A ", thence leaving said Control Line "B" North
33 °57'12" West 48.07 feet to the most southerly corner of Parcel IV -J -6 as shown on a
document recorded May 14, 2002 as Instrument No. 2002040590, Official Records; thence
continuing North 33 °57'12" West 70.07 feet; thence North 09 021'06" East 300.94 feet to the
TRUE POINT OF BEGINNING; thence North 50 049'29" West 398.40 feet; thence South
40 039'15" West 88.79 feet to a point on the northerly line of Parcel II -F -2 as shown on the
aforementioned Instrument No. 2002040590, Official Records; thence North 50 008'15" West
157.68 feet; thence South 39 051'45" West 231.82 feet; thence North 49 °20'45" West 207.05
feet; thence North 40 °39'15" East 629.62 feet; thence South 51 °29'39" East 566.92 feet to the
westerly line of aforementioned Parcel IV -J -6; thence South 09 °21'06" West 371.97' along said
westerly line to the TPOB.
Containing 6.68 acres, more or less
Schedule "1 and 2" �tLached and by this reference made a part hereof.
WILLIAM E. S� DATE' (Ek y5�
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County Property
(SOCCCD EXCHANGE PARCEL - SUBLEASE PORTION)
(Being a portion of Parcel IV-J -6, Inst. No. 20020404590, O.R.)
In the City of Tustin, County of Orange, State of California, being that portion of Block 10 of
Irvine's Subdivision as shown on the map filed in book 1, page 88 of Miscellaneous Record
Maps, and as shown on a map filed in Book 165, Pages 31 through 39 inclusive of Records of
Surveys, all of records of said County, described as follows:
For the purpose of this description the following two Control Lines are hereby established:
Control Line "A"
Beginning at the intersection of the centerline of Red Hill Avenue with the centerline of Valencia
Avenue as shown on said Record of Survey, the centerline of Red Hill Avenue having a bearing
of North 40 °37'39" East between Valencia Avenue and Warner Avenue; thence South 49 020'07"
East 106.23 feet to the beginning of a curve concave southwesterly having a radius of 1400.04
feet; thence southeasterly along said curve 134.49 feet through a central angle of 05 °30'14';
thence South 43 049'53" East 101.77 feet to the beginning of a curve concave northeasterly
having a radius of 1400.04 feet; thence southeasterly along said curve 87.02 feet through a
central angle of 03 033'41 "; thence continuing along said curve 47.38 feet through a central
angle of 01 °56'20'; thence South 49 °19'54" East 424.17 feet; thence continuing South 49 019'54"
East 162.79 feet to the beginning of a curve concave northeasterly having a radius of 1400.04
feet; thence southeasterly and easterly along said curve 733.69 feet through a central angle of
30 001'33 ": thence South 79 °21'27" East 309.99 feet to its intersection with Control Line "B ".
Control Line "B"
Beginning at its intersection with Control Line "A"; thence South 15 °38'31" West 74.21 feet to
the beginning of a curve concave northwesterly having a radius of 1400.04 feet; thence
southwesterly along said curve 828.03 feet through a central angle of 33 053'13'; thence
continuing southwesterly along said curve 441.51 feet through a central angle of 18 004'06';
thence South 67 035'50" West 139.46 feet to the beginning of a curve concave southeasterly
having a radius of 1400.04 feet; thence southwesterly along said curve 694.50 feet through a
central angle of 28 °25'19'; thence South 39 °10'31" West 177.54 feet to a point hereinafter to be
referred to as Point "A"; thence continuing South 39'10'31" West 985.65 feet to the beginning of
a curve concave southeasterly having a radius of 1400.04 feet; thence southwesterly and
southerly along said curve 806.36 feet through a central angle of 32 °59'59'; thence South
6 °10'32" West 478.01 feet to the beginning of a curve concave northwesterly having a radius of
1400.04 feet; thence southerly and southwesterly along said curve 842.93 feet through a central
angle of 34 °29'48 "; thence South 40 040'20" West 437.45 feet to the intersection of the centerline
of Barranca Parkway with the centerline of Armstrong Avenue as shown on said Record of
Survey.
Legal Description
County Property
(SOCCCD EXCHANGE PARCEL - SUBLEASE PORTION)
Commencing at the hereinabove described Point "A", thence leaving said Control Line "B" North
33 057'12" West 48.07 feet to the TRUE POINT OF BEGINNING and the most southerly corner
of Parcel IV -J -6 as shown on a document recorded May 14, 2002 as Instrument No.
2002040590,01ficial Records; thence continuing North 33 °57'12" West 70.07 feet; thence North
09 °21'06" East 672.92 feet; thence South 51'29'39" East 6.69 feet to the beginning of a curve
concave southwesterly having a radius of 1,754.00 feet; thence southeasterly along said curve
65.52 feet through a central angle of 02 °08'25'; thence South 49 °21'14" East 359.79 feet;
thence South 02 051'38" West 42.69 feet to the beginning of a non tangent curve concave
southeasterly having a radius of 1,446.04 feet, a radial line of said curve to said point bearing
North 34 054'29" West, said curve being concentric with and 46.00 feet northwesterly of said
Control Line "B'; thence southwesterly along said curve 401.71 feet through a central angle of
15 055'00'; thence tangent to said curve, along a line parallel with and 46.00 feet northwesterly
of said Control Line "B" South 39 °10'31" West 163.56 feet to the POINT OF BEGINNING.
Containing 3.32 acres, more or less
Schedules "1 and 2'ached and by this reference made a part hereof.
WILLIAM E.
P.L.S. NO.
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CITY OF TUSTIN
OFFICIAL BUSINESS
Recording requested by and
when recorded mail to:
Jeffrey Parker, City Manager
The City of Tustin
300 Centennial Way
Tustin, CA 92780
CITY DRAFT
7/12/12
Space Above This Line Reserved for Recorder's Use
SHORT FORM NOTICE
OF AGREEMENT
THIS SHORT FORM NOTICE is entered into this — day of 2012 (the
"Effective Date "), by and between the CITY OF TUSTIN ( "City "). a municipal corporation
organized under the laws of the State of California, acting in its capacity as the Local
Redevelopment Authority for the former Marine Corps Air Station Tustin, California, and the
COUNTY OF ORANGE ( "County "), a political subdivision of the State of California, acting
by and through the OC Community Resources Department. The City and County are sometimes
referred to herein individually as a "Party" and collectively as the "Parties."
RECITALS:
WHEREAS:
1. The Parties have entered into that certain Agreement Between the City of Tustin
and the County of Orange Related to a Portion of MCAS Tustin and the Orange County Regional
Lau, Enforcement Training C'cnter /Animal Care Center, dated , 2012 (the
"Agreement "), setting forth the terms and conditions of the agreement between the Parties;
2. The MCAS Tustin Reuse Plan ( "Reuse Plan ") included the Orange County
Regional Law Enforcement Training Center (the "LETC "), to be located in part on an
approximately ten (10) acre parcel of land ( "Original Parcel ");
3. On May 13, 2002, in accordance with that certain Agreement between the United
States of America and the City of Tustin, California for the Conveyance of a Portion of the
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SHORT FORM NOTICE OF CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
Former Marine Corps Air Station Tustin (the "Navy Conveyance Agreement'), the Navy
conveyed a portion of MCAS Tustin by deed to the City (`City Property ");
4. Pursuant to the Agreement between the City of Tustin and the South Orange
County Community College District _for Convevcnce of a Portion of MCAS Tustin and the
Establishment of an Advanced Technology Educational Campus (the "City / SOCCCD
Agreement'), the City conveyed to the South Orange County Community College District
( "SOCCCD ") fee title to portions of the City Property;
5. The County desires to develop the LETC and an animal care center (the "Center')
on a portion of the City Property conveyed to SOCCCD (the "County Property');
6. The County and the SOCCCD have entered into that certain Agreement for the
Exchange of Real Property Between the County of Orange and South Orange County
Community College District dated February 7, 2012 ('Exchange Agreement') in order for the
County to exchange the Original Parcel for the County Property;
7. The County will plan, develop, maintain, and use the County Property solely and
continuously as the LETC and Center or other such use as may be allowed by the Reuse Plan and
Specific Plan;
8. The City, acting in its capacity as the LRA, will coordinate and assist the County
in its development and use of the County Property; and
9. The Parties agree to this Short Form Notice which is to be recorded in order that
third parties may have notice of the existence of the Agreement and the rights of the Parties
under the Agreement.
AGREEMENTS:
NOW, THEREFORE, in consideration of the foregoing premises and the respective
representations, warranties, agreements, covenants and conditions herein contained, the
execution and delivery of the Agreement by the Parties, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby
state and agree as follows:
I. The Parties have executed and delivered the Agreement. Copies of the
Agreement are being held by all Parties at their respective addresses.
2. All of the terms, conditions, provisions and covenants of the Agreement are
incorporated in this Short Form Notice by reference as though written out at length herein, and
the Agreement and this Short Form Notice shall be deemed to constitute a single instrument or
document. The rights and obligations of the Parties shall be construed solely by reference to the
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SHORT FORM NOTICE OF CITY OF TUSTIN/COUNTY OF ORANGE AGREEMENT
provisions of the Agreement and in the event of any conflict between the provisions of the
Agreement and those of this Short Form Notice, the provisions of the Agreement shall control.
3. This Short Form Notice shall inure to the sole benefit of and be binding upon the
Parties and their respective successors and assigns.
4845 - 1722 - 3696.1
SIGNATURE PAGES FOLLOW]
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SHORT FORM NOTICE OF CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
IN WITNESS WHEREOF, the City of Tustin, California, intending to be legally bound
hereby, caused its duly appointed representative to execute this Short Form Notice as of the
Effective Date set forth above.
CITY OF TUSTIN
Jeffrey Parker
City Manager
State of California )
County of Orange )
On
personally appeared
before me,
, Notary Public (here insert name and title of the officer),
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are
subscribed to the within instrument and acknowledged to me that he /she /they executed the same in
his/her /their authorized capacity(ies), and that by his/her /their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
1 certifv 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.
Signature
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(Seal)
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SHORT FORM NOTICE OF CITY OF TUSTIN /COUNTY OF ORANGE AGREEMENT
IN WITNESS WHEREOF, the County of Orange, intending to be legally bound
hereby, caused its duly appointed representative to execute this Short Form Notice as of the
Effective Date set forth above.
COUNTY OF ORANGE
Chair, Board of Supervisors
Orange County, California
State of California )
County of Orange )
is
personally appeared
before me,
Notary Public (here insert name and title of the officer),
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are
subscribed to the within instrument and acknowledged to me that he /she /they executed the same in
his /her /their authorized capacity(ies), and that by his /her /their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) 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.
Signature
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(Seal)