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- D E~C 17~ 1990
Resolution No.. 90-8 -
RE80LUTION OF PETALUMA~CpMMUP1hTY `.
DEVEhO'PMENT COMM3SSION,APPR09.ING
ACQU>ISITION OF PETALUMA HAR'IP1A
BQ,SINE88 CENTER SOBJECT-TO
SUBDIVIDED •'GRO.UPID .;LEASES
WHEREAS, the Petaluma Community Development Commission
(the "Commission"..),.has prepared the. Redevelopment Plan (the
"Plan") for the Pena°luma Community Development Project as
approved and adopted by the Commission pursuant to Resolution 88-
6 passed July 5, 1988 and adopted by. the City of Petaluma (the
"C'ty") by Ordinance No•. 1725 N.C.S: passed July. 18, T988.
WHEREAS, Part III of the Plan identifies a portion of
the City as the Project Area (herein'so called);
WHEREAS, Part IV (.page 5) of 'the Plan authorizes the
Commission to acquire"real property,w hn the Project Area'b•y
gift, grant, bequest,: device, purchase, Pease, exchange or any
other lawful means or methods;
sWHEREAS, Part IV of the Plan authorizes the acquisition
of public property from-the City;
WHEREAS, the City owns. the fee title ownership infe>rest
in that certain real property located in the City of Petahuma,
County of•Sonoma, State. of .California designated Lot 1, Lot 2.,
Lot 3 and Lot '4', as sh'o.wn and :designated' upon that .certain map
entitled Petaluma Mar~fna Parcel `Map No,.24Z; filed in the office
of• the County Recorder -on. February 27, 19.90-, in Book -454 0'€ Maps,
pages 9 and 10, Sonoma County Recor-ds and~all appurtenances
thereto all as more particularay described. in Exhibit "A"
attached hereto `and incorporated herein; Said-real property, is-
individually herein called "Lot 1",.t1Lot 2", "Zot 3!'~and "Lot 4".
Lot 1, Lot 2, Lot 3.a:nd Lot 4 a,re herein collectively called the
"Petaluma Marina Bus'ines's Center"';
WHEREAS, the PetaT;uma Marinas Business Center is subject
to those certain component S.ubdivide.d Ground Lea-ses.{individually
"Ground Lease"-and collective ,y. the 1tGround Leases") between the
City as landlo'rd~and Marina :O,ff'i'ce' Park ,Associates, a California
Limited Partnership (!'MOPA'!), as tenant dated ,September 11, 1990
and recorded September 12, 1990'under Document. No. 1990 0090880
(Lot, 1), 199.0 00908`81 (-Lot 2), 1990 0090882 (Lot 3) and 19.90
00:90883 (Lot 4);
WHEREAS,.,.MO`P,A has ass-igned the Ground :Lease for Lo,t 4
to Kirkman L. Lok, Cynthia Lok, Lawrence Took, Frances Lok, Alec
Lok and Daisy Maria Lok ,("Loks") pursuant to•that certain
Ass"gnment of Tenant's Interest in Subdivided Ground-Lease
recorded September 14, 1990 under Document'~•"No. 1.990 0091974 which
assignment has been approved and accepted by the City;
WHEREAS, the Petaluma Marina. Business Center is•within
the Project Area;
WHEREAS, the Commission. has received,"a Redevelopment
Par"t-cipati.o`n Proposal for. Petaluma Marina Busness Center from
~.MOPA and Loks" ('the, "P;roposah"`) wh,~ch raga-'res,; as a eond.iai-on
precedent t`o' development,, that :MO;PA •obta~n from the Commission
the fee.title.ownershp nter.e'st in the.Petaluffia Marna~Business -•
Center for the;purpos.es,and on the terms and conditions more
particularly set f"o~rth in the Proposal; "- -
- WHEREAS, the City has approved
and Acquisi"tion Agreement i'n the form and
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that aerta~n pispos.ition.
substance attached
COOR26027
2marina3.res
Community Development Commission
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hereto .as Exhibit "B'" (the '"Agreement") providing for. the
transfer of ttie Petaluma Marina Business Center from the City to
the Commission; and; ~ '
WHEREAS, pursuant to pub"T.ic notice duly give, the
Commission has held.a full and fair public hearing on the
Proposal and the Agreement and has considered all .comments and
test°imon.y relating thereto and is fully advised thereon.;
.NOW THEREFORE, BE IT RESOLVED BY THE PET.ALUMA COMMUNITY
DEVELOPMENT COMMISSION AS FOLLOWS:
Section 1: The Commission he>reby agrees to acquire
fee title to the Petaluma Marina~Business.Center pursuant to the
terms of the Agreement. The Commission agrees to accept title to
the Property subject to the Ground Leases, and all other
easements, liens., covenants, conditions and restrictions of
record in the manner described in Section 33397(c) of the
California Health & Safety Code.
Section 2: The' Commission hereby authorizes its
Chairperson to execute the Agreement on beh°alf of the Commission
and any and all deeds,. instructions,. documents, agreements and
instruments needed to effectuate the purposes of the Agreement.
Section .3: This Resolution shall take effect upon
the effective date of Ordinance 1831 NCS.'
PASSED~AND ADOPTED at a regular.meet.ing of the Petaluma
Community Developmen Commission held o,n Hecember 17, 1990, by the
following vote:
Commissioner .Aye No Absent Abstain
Balshaw (X)
Sob e'1 (X)
Davis (X)
- Woolsey
Tencer
Vice Ch
Chairma
Attest:
App~rowed~
a s 't o 'f o:rm
{'X )
~ieral ~Cout~sel
to Comm"fission
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COOR26027
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Community Development Commission ~ ~~~
,yS ,.
• List of; Exhb=its
Exhibit "A" Legal Description 'of Petaluma
• Marina Business~Center
Exhibit ";B" Disposition and Acquisition
Agreement
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Community Development Commission ~? ~~g~, ~ ~ d
COOR26027
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101283-T
31U
AP 005-0:60-24 (a gortion) - a a UU ///T'1
005-060-27 (a portion) ~u
0.05-0.60-28 (a 'porti'on) _ "
A1.1 that %al proper~ty~ situate . in "the City of Petaluma, County o
"Sonoma, State of California, described as follows
FIRST PARCEL
LOTS 1 through 4:, as shown and des.igna;ted :upon that certain mar
emit"ed Petaluma Mazna Parcel Map No. 247, filed in the office
of` the. County Recorder on Feb:ru~ary 2`7., 1.990,~~~in B_ ook 454 of Maps,.
pages 9 and i0, Sonoma County Records.
. SECgND PARCEL
A '°NON-EXCLUSIVE cgatrion ~ dri eway easement over tha portion o•f
Lot-6, designated as 50 Foot Non-Exclusive Common Driveway
&asement Over Marina Rroject, as shown upon that certain map
entitled Petaluma Marina P;arce;l~ Map No. , 247, filed in the office
of the County Recorder on February 27, 19'9:0, in Book 4..54 of Maps,
pages 9 and 10, Sonoma County Records.
TH;I-RD .PARCEL .. .
A NON-EXCLUShVE,common.,driveway easement.over those portions;-of
Lots 5 and. 6 , designated as ~ 30 .Foot No.n-Exclusive Common Driveway
Easement Over Commercial` Project arid~ over :Marina Project,. as
shown upon that certain map, entitled P"etaluma Marina Parcel Map
No . 2~4 T; filed in thee,- office of the County Recorder on February
27, 1990, im Book 454 of Maps, pages 9 and' 10, Sonoma County
Records.
. FOURTH PARCEL .
AN EASEMENT for street or highway purposes, more particularly
de cribed as follow :.
A STRIP OF LAND, 8.Q~ feet'wde, situated in the.~City o:f Petaluma,
County of Sonoma, State of California', lying equally 40 feet on
each side; of thee. following described line:.
p~a;ge 1 of 2
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Community Development Commission ~ ; `~~~. ~ ~ ; ~'
101283-T 310
Y-,
COMMENCING at the s~outhea~sterly~corner of that certain parcel of
land described in Desd,~`dste'd May 16, 1984, from Public Storage
Properties X, Ltd. to City of Petaluma,. recorded July 3, 1:98.4,
under Document No. 8.4-045209., Sonoma County Records,~_sad corner
. being `n the northerly line of 'la'nd, 60 feet wide,. of
Northwestern Pac°ific Railroad`Company;thence North 77° O1' S1"
West, along staid nortfiezly Line., ~benq parallel, with .and distant
3~:0 'feet northerly; measured, a't .,right :angles from the or.igina
locat;ed-centerline of Northwestern Pacific Railroad Company's
main tr'a'ck. (formerly Donahue Br'a'nch, °retr'ed) , 26'..33 'feet to the
true point of beginning of the line he"rein to be desczbed,;
thence South 5° 18' 2'S" -East, 63.19 feet ~to the southerly -line of
said Company's. ,land.
The Side lines of the herein above described 80 foot wide strip
of land termi:nat•e it said northeily and southerly lines..
FIFTH PARCEL
AN EASEMENT for street or highway"purposes, more particularly
described as follows:. ~ ~,
BEING a portion of the lands of Northwe-stern Pacific Railroad
Company, as described by Deed recorded in. Book 345 of Deeds, page.
266, Sonoma County Records, and being mere `particularly desczibed
as follows:
BEGINNING at Point "C"~ as. shown on that Record of_,Survey, filed
inBook -18 5 o f ;Map's , page 15 in the Office of the =3onoma County
Recorder.;thence along the southeasterly line of the said lands
of Northwe ;tern PacificRailroad Company,: along a curve to the
left from "a tangent which 'bears North. 76° 5'9' 12",west through a
central arngle of 3° 02'~. 3~6"~,~ hav~ing~ a~ radius. o~f 352.2 feet` and.
length of 18.?1 feet; thence leaving said;southeasterly line,
North 5° 1.0' 14" West, 0.52, feet; thence South 76° 59' 12''" East,
18.86 feet to the poin of beginning.'
page 2 of 2
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Community Development,Commission
- ~ RECORDED AT REQUEST OF'
AND FOR THE'°.BENEFIT' OF:
• CITY OF PETALUMA
WHEN RECORDED MAIL TO:
C y C erk
City of Petaluma
P..O. Box 61 ~ -
Petal.uma, CA~ °4953
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DISPOSIT-:ION AND ACQU,IS.LTION AGREEMENT
THIS DISPOSITION AND ACQUISITION AGREEMENT '.he
"Ag-reement") is made, and entered into this day of
199:0 by and between the CITY OF PETALUMA, a
public body corporate and politic ("City"), and the PETALUMA
COMMUNITY DEVELOPMENT;COf~SISSION, a public body corporate and
politic ("Commission"),
R E C I T A L S
This Agreement is entered into with reference~to the
follow°ing facts:
A. The City owns the fee title. ownership interest in
that certain real property located in t'he City of Petaluma,
County of Sonoma, State~of California designated Lo_t 1', Lot 2,;
Lot 3 and Lot 4, as shown and designated upon "that certain map
entitled Petaluma Marina Parcel Map No.~24Z, filed in the office
of the County Recorder on February 27, 1990, in Boo k, 454 of Maps,.
pages ~9 and' 10; Sonoma County Records and all appurtenances
the,retg all as more particularly descr-bed in Exhibit "A"
attached hereto and incorporated herein. Said real property
shall be herein individually called."-Lot 1", "Lot 2", "Lot 3'" and
"Lot 4". Lot 1, Lot 2, Lot 3 and Lo,t 4 shall be called the
"Petaluma Marina Business Center".
B. The Petaluma Marina Business Center is subjecfi to
those certain component~Subdivded Ground,'Leases (ind.ividualiy
"Ground Lease" and collectively the "Ground Leases") between the
City as landlord and Marina Office. Park Associates, a Calif"ornia
Limited Partnership ("MOPA"), as tenant dated September 11, :1990
and recorded September 12, 1.990 under Document No. 1990 0090880
(Lot 1), 1990 0090881 (Lot 2), 1990 0090882 (.Lot 3) -and 1'990
0090883 (.Lot 4).
C. MOPA has assigned the Ground Lease for Lot 4 to
K i rkman L. Lok, Cynthia L,ok, Lawrence Lok_.,. Frances Lok, Alec Lok
and Daisy Maria Lok ("Loks")~ pursuant-to that certain Assignment
of Tenant's Interesa in Subdivided Ground Lease recorded
September 14, 1990 under Document No. 19.,90 0091974 which
assignme.nt~has been approved and accepted by the City.
D. 'The City, by Resolution No. 88-25 N.C.S., has
approved a Planned.Communi"ty District'-for the Petaluma Marina
Office Center which Planned Community District and any and all
future revisi.o.ns.and amendments the r.eto~~(.including without
l im °at'ioci,: any duly approved rezoning pursuant to that certain
Reque's~t •for Rezon•nq of, t'he P.C.D. Proq~ram for the Petaluma
Mar,.ina O'ffce Complex, s,ubm~itaed to the° City by: `MOPA')~ sha,il
hereinafter be ref,erred~ to• a~s the "P:C.D:,".
E. The City, by Ordinance No. .;1725 N.C.S. has approved
the Redevelopment P1a~n (•the "Plan") of the Commission'which Plan,
among other things ,:designates a. Project Area (here.in `so called )
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Community Development. commission -~ ~~,~, n ~ ~ ~ _ ` _ _ .
for the Plan and provide that the City has pledged its
.coopera;tion in helping to carry out the ;Plan.
F. The P'etalu~ma Marina Busines Center is within the
Pr:oj;ect Area . "
G. The Commission has received from MOPA and Loks a
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.Redevelo;pme~n.t Participation Proposal fpr,,the Petaluma Marina
Business Center dated` 1.990 (the "Proposal") whereby
MOPA and Loks have proposed to~deweloP"the Petaluma Mar°ina
Business Center as owner participants":..in `conformity with the Plan
and that, as a ne'cessa,ry`co:nditioh to th.e_Proposa~l, MOPA must
obtain fee.. titre to the. P"etahuma Marina Bu's.ine`ss Center, The
Proposal is attached hereto as Exhibit "B" ahd is incorporated.
herein.
H. The City wishes to convey f'ee title to the Petaluma
Mari;n~a Business -Center to the Commission for the express purpose
of .f:aciltatinq its°~dispostion of the, .Petaluma Marina Busines
Center to MORA pursuant to the Proposal submi ted by MOPA.and
Loks and the terms and condti'ons of this. Agreement.
I. The Commission wishes to acquire fee title to the
Petaluma Marina Bus~nes°s Center from the~City subject to the
terms o"f the 'Ground Lea•-s'es.
~. J, The parties agree that their participation in this
project a°nd Agreement wil _ .be in. accord' with. their purposes as
governme.ntaa.'agencies, i`_nacluding the City's goals under the
P.C.D. and the, Comm,ission's,purpose of facilt~atinq development
of the Project Area pu'rsuant'to the Plan.:
K. "The. parties agree that the' terms of this Agreement
comply .with the policies and provisions of the'.' Plan
L. The.developmen of the Petaluma Marina Business
Center in conformity with th'e P.Q.C. is in the best interests of
the Cit'y,.and of the health, safety and welfare of its residents.
ACCORDI,NG~LY, THE PARTTES,AGREE AS~ FOLLOWS:
1-. Agreement, to Convey Property The City hereby
,• agrees to convey and the Commssion_hereby agrees to accept fee
title to the Petaluma Marina Business-Center o'n the terms and
conditions set f:.orth herein..
2: Timing: Title to_the~:Petaluma+Marina Business
Center sha1T be transferred from the City to the Commission
within thirty (3,0)..calendar days of the date of execution of this
Agreement by the City Manager of the-City and an authorized
representative of the Commission, whichever event later occurs.
3. Tit e!. Title to the Petaluma Marina Business
Center shall be conveyed by th`e City to the Commission subject to
the Grou'nd,Leases and all other liens, ea ements, encumbrances,
covenants, condition and restrictions cf::record, including
without limta~tion, those se;t forth on Exhibit "Ct0 attached
her,.eto :a'nd incorporated here;in._ By. acceptance of title to the
Pet°a uma Marine Business Cen,tei~, the Commission expres l,y agrees
to ~acquaire~ ;and hold th'® Petaauma Busne§s~ Center subject to' the
' -covenants, c:ond~.tion_s and .re'strvct~on's described in this
,.
Pa,ragr;aph 3 within the ,,®ean~ng' of Section': 33'397 og the Californ#:a ~-
Health' ~ Saf;eay Cod®;:;
4. Documenta't~on
4.1 City's Documents,i The City tanager on behalf
of the City shall execute and d®liver to_the Commission deeds in
• COOR26027
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Community Development Commission ``~~~~,..C~ ®®~:
the form- attached hereto as Exhibit "D" convey rig. to the''
Coinm'iss.ion the fee t~tae ownership interest in'° the Petaluma
Marina: Bu'si~ness Center and all other ~instructions~. documents and'
agreements that may be necessary or convenient `to complete the
conve;yance,of-'the title to the Petaluma Marina Business Center to
the Commission in the .:manner herein described. The City Manager
shall a_l o execute.a formal wr~it,ten assignment of the G'uy's
interests i:n the:-,Ground Leases t~o the Commission in `a. form and
substance s.imla~r to that attached as an exhibit to Exhibit "2" .
. to the Proposal.
4.~2 C`ommiss'ion'.. Documents.:, The C:ommi5s,,,ion shalh
execute, acknowledge and deliver a,il instructions, documents and
agreements that many 'be necessary 'o.r convenient to acqu-re the .fee
title ownership nterestn,:-the Petaluma Marina Business Center
from .the City in the manner h~e~rein described.
5. Transfer :of Sales Considera~t:on to City: The City
and the Commission are en Bring .into ttiis,Agreement €or the
purpo e of facilitating~ the transfer of t,tle~~to the-Retaluma
Marina Business Center by °the. Commission to MO'PA afid/or ..its
permitted assigns. or successors .t,o be developed by MOPA_ and .Lok's
~~ ~ and/or its or their permitted assigns or successors in accordance
with the P.C.D. The City. hereby directs and` the Commission
here*by agrees. that all cons.derat~ions derived from the conveyance
of the Petaluma Marina Business, Center to MOPA and/or their
permitted successors an'd `heirs pursuant to the Proposes sfiall be
' transferred and assigned without recourse by the Commission to
the City.
6. MISCELLANEOUS
6.1 ~Bndinq Effect: This .Agreement shall run with
'the land and 'be binding upon. the successors or assigns of the
parties:
6.2 No Assignability: ~Nezither this Agreement nor
,any part hereof may be ass~igne,d to 'another party without the
written agreement of `:the non-assigning party.
6:,~3 Incorporation, o.f Rec~,tal-s. and Exhibits: The
parties hereto agree that ,Recitals A through L, inc>lusive, and
Exhibit A, Exhibit B, ~Exhi:bit C and. €xfibit D are all
incorporated herein by this reference as. if set forth in full.
6.~4 Defense of Cha'h,~lenaes: A11 parties to this
Agreement s'ha11 assist each ot'he:r in the defense of the challenge
upon this Agreec~ent. of the proceduresused to approve it.
6.~5 Amendments: This Agreement may be amended by
the mutual written agreement of the parties. .
6.6 Entre.•-Aareement,: ~ The pa-rt~ies acknowledge
. that this, is the entire agreement between. the parties,: and that
there-.has been no oral or written terms or understandings
relating to the transaction which are not specified herein.
°. 6.7"`Recording: The Agreement shall be recorded in
the Official Records of 'Sonoma County:
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- 'IN WITNE$S~rWHEREOF, tfiis, Agreement is executed by ,the
.~ C`~ty„ acting' by and through ts..C,ity Manager, pursuant to
Ord~ina~nce° •No; `~ ~ >authb.r"i<zng such .euecuti~on, and by
the Gommssion; -acting; °by- .and ~~through '•yts ~ _~ ~,
pursuant to .Resol`ution' No'. .
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..Community Development'Commission ~~~~' ~~~- -~~~' : ~ ~-~~'
CITY OF PETALUMA, a public
' body corporate and politic:
By:
City ..Manager
- Attest:
APPROVED AS TO FORM::
By: •
City Attorney
State of California ~ }
lss.
County of ~ !-
State of California !
}ss.
County of !
PETALUMA~COMMUNTTY DEVELOPMENT
COrII~i.:IS'SION, a public body
corporate and politic:
By:
APPROVED AS TO FORM:
By:
Commission Gene'ra1 Counsel
On this the day of
19. bef.o.re
me, ,
the' ~und'ersigned Notary Public,
personally appeared
p personally known' to me
p proved to me~on the basis
o,f atisf'actory evidence to be
the person(s) who executed 'the
within instrument as
or on behalf of the
co~rpo"ration therein named,, and'
.acknowledged to me that the °~
corpgration executed, ,t.
WITNESS my hand and- official
seal. ~_
Nota;ry's Signature
~On this the day of~
19._, ".before
me, .
the, undersigned Notary Public,
personally appeared
p_ per ovally known to me
p~; proved' to me on the basis
of satisfactory evidence to be.
the person.(s) who executed the
within instrument as
or on beh'a f ° of the
corporation therein named., and.
acknowledged to me that the
corporation executed it.
W=hTNESS my hand and official
seal.
Notary'''s ~ S ignature
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Community Develc,pment Commission
- List of Exhibits
Exhibit "A" Legal Description of Petaluma
.Marina Business Center
Exhibit "B'" Proposal
Exhibit "C" Liens and Restrictions of Record
Exhibit. " D." Deeds
Community Development Commission
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