The proposed development, Brea Place ("Project"), is located on the north side of Birch Street and on both west and east sides of State College Boulevard. The Project is proposed to construct a mixed-used development on the area west of State College Boulevard (Site 1) and a hotel development on the area east of State College Boulevard (Site 2). Refer to Exhibit 'A' for the project location and boundary. The recommended actions are specifically for Site 1 of the Project.
The mixed-use development on Site 1 is approximately 17.4 acres and consists of two multi-story apartment buildings with a total of 653 multi-family residential units and 5,000 square feet of commercial units. The existing two multi-story business buildings are to remain and the existing two-level parking structure will be expanded from two to four levels. In addition to the proposed development, the mixed-use development on Site 1 also includes a tentative parcel map (TPM 2016-178) to re-configure and consolidate eight (8) existing parcels into five (5) new parcels.
On June 27, 2017, the Planning Commission conditionally approved TPM 2016-178 pursuant to Resolution No. PC 2017-05, the hotel development pursuant to Resolution No. PC 2017-06 and the mixed-use development pursuant to Resolution No. PC 2017-07. As part of TPM 2016-178 approval, the property owners are conditioned to construct a right-turn lane on southbound State College Boulevard at Birch Street, relocate an existing 60-inch storm drain line that crosses the northerly Project area, modify existing traffic signals along with striping on State College Boulevard and install a new traffic signal and striping on Birch Street. Additionally, the Project will modify eleven (11) signalized intersections within the Birch Street and State College Blvd. corridors with an adaptive traffic control system. Furthermore, the off-site improvements also include planting additional trees and constructing a pedestrian path within the Tracks at Brea property owned by the City located on the north side of Site 1.
In November 2017, BPAP Northwest Land LLC, BPAP Southwest Land LLC, and BPAP West 135 and 145 LLC, each a Delaware limited liability company (collectively "the owner/subdivider") submitted an application to process the Final Parcel Map 2016-178 ("Map"). In order to process the Map for approval, the owner/subdivider is required to enter into a Subdivision Improvement Agreement ("SIA") and post a performance, payment, and munumentation bond pursuant to the Conditions of Approval ("COA") under Resolution PC 2017-05. The owner/subdivider has complied with this requirement and submitted a signed SIA with associated performance and payment bonds both in the amount of One Million, Four Hundred Two Thousand, and Twenty-Two Dollars ($1,402,022) and a monumentation bond in the amount of Nine Thousand Five Hundred Dollars ($9,500) to guarantee construction of the aforementioned improvements associated with the Map. Furthermore, the owner/subdivider submitted the required improvement plans, which have been reviewed and approved by the City
Engineer.
Also, as part of the TPM COA, the property owner is conditioned to plant additional trees and modify the irrigation system within the City owned Tracks at Brea property fronting the Project, as well as constructing a pedestrian path connecting the property to the existing trail. Therefore, in order to guarantee this Map condition, Brea Place Acquisition Partners LLC, a Delaware limited liability company ("Master Developer") has entered into a Maintenance and Reimbursement Agreement ("MRA") with the City. The MRA stipulates that the property owners or its master association will be responsible to reimburse City for the costs associated with maintenance, repair, and replacement of the proposed trees. Furthermore, the provisions within the MRA runs with the land and is binding upon each Owner of the parcels within the Map. The property owners or its master association will also be responsible for the maintenance of the proposed pedestrian path, including graffiti removal. The MRA has been reviewed and approved as to form by the City Attorney's office.
Furthermore, the current owner/developer are currently in the process of a sales/recapitalization property transaction ("Conveyance") of certain parcels within Site 1 with a new entity (Avalon Brea Place, LLC), which was formed on January 17, 2018. The completion of this transaction is pending the recordation of the Map. The SIA, which is being considered for the City Council approval herewith, requires the property owners to obtain City's consent prior to assigning the SIA to a new entity. Therefore, the owner/subdivider have requested the City's approval of the Assignment and Novation of Subdivision Improvement Agreement with City Consent document ("ANA") to assign the SIA to Avalon Brea Place, LLC upon recordation of the Map. The ANA has been reviewed and accepted as to form by the City Attorney's office. The City Attorney will prepare the necessary escrow instructions for final processing of the unconditional consent to the SIA assignment, which will be delivered to the escrow officer for the Conveyance. The instructions would condition the delivery of the consent upon the occurrence of the following by a specified date/deadline:
1. Closing of the Conveyance;
2. Escrow officer's confirmation via email to the City Clerk and City Engineer that:
a) Assignor is not in default under the SIA;
b) SIA security (Bonds) have been replaced/modified consistent with the assumption of the SIA by the assignee; and
c) Assignee has provided evidence that it has the insurance as required by the SIA it is assuming.
Additionally, pursuant to the City Municipal Code Section 18.64.100, and as part of the Map COA, the Project will pay a fee In-lieu of dedicating land for public facility purposes. The required park in-lieu fee is in the amount of Three Million,Six Hundred Sixty-Three Thousand, Nine Hundred and Eighty-Three Dollars ($3,663,983), which is based on the 653 multi-family residential units. This fee will be paid prior to recordation of the Map in accordance with City Development Fee schedule, which will be added to the escrow instructions for the Conveyance.
Finally, pursuant to Resolution PC 2017-07 COA, the Project applicant is required to provide the Covenants, Conditions, and Restrictions ("CC&R") for the properties associated with the development as created for the Brea Place Master Association for the review and approval by the City. Said CC&R's was provided to the City staff and City Attorney for review which found the document to be in conformance with the requirements of Resolution PC 2017-07 COA. The CC&R's will be recorded within 30 days of the date of the approval of the Map. |
The applicant for the Project has paid the required plan, Map, and document review fees and the development account is considered current. Performance and Payment Bonds in the amount of $1,402,022 each guaranteeing the completion of the required improvements within the SIA have been posted as well as the Monumentation Bond in the amount of $9,500. The Park-in-Lieu fees in the amount of $3,663,983 will be paid prior to the recordation of the Map. Therefore, there is no impact to the General Fund related to this City Council action.
The Project proposes to construct a mixed-used development on the area west of State College Boulevard (Site 1) pursuant to the Resolutions PC 2017-05 (TPM) and PC 2017-07 (mixed-use). This Map consolidates the existing eight (8) parcels into five (5) new parcels on Site 1 of the Project. One of the proposed apartment buildings is to be constructed on Parcel 1, the existing parking structure is to be located on Parcel 2, the existing multi-story business buildings are to be located on Parcel 3 and 4, and the other proposed apartment building is to be constructed on Parcel 5 of the Map. The owner/subdivider has entered into a SIA and provided the required bonds to guarantee the construction of the improvements pursuant to the COA within Resolution No. PC 2017-05. Additionally, the Master Developer has entered into a MRA for the future maintenance of the trees and pedestrian path proposed to be installed within the City-owned Tracks at Brea property. Also, pursuant to the terms within the SIA, which is pending City Council approval, the current owner/subdivider is seeking City Council's consent to assign the SIA to a new entity Avalon Brea Place, LLC, which will occur upon recordation of the Map as part of the Conveyance with escrow instructions as provided by the City Attorney.
The Map is anticipated to be approved by the County Surveyor's office for technical correctness and the City Engineer has determined the Map to be in compliance with Subdivision Map Act, in conformance with the Tentative Parcel Map and with City Ordinances. The SIA and Bonds have been reviewed by the staff and approved as to form by City Attorney's office. Both MRA and ANA have been reviewed by the staff and approved as to form by City Attorney's office. Hence, staff is recommending the City Council consider accepting the Map, approving the SIA and Bonds, approving the MRA and approving the ANA with City Consent for the Project.
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