City of Culver City, California
City Council and Redevelopment Agency Agenda Item Report
RECOMMENDATION:
Staff recommends the Culver City Redevelopment Agency and the City Council
approve a Memorandum of Understanding (“MOU”) with the Los Angeles County
Metropolitan Transit Authority (“Metro”) and the Exposition Metro Line Construction
Authority (“Expo”) related to redevelopment of Agency owned property located at
the northwesterly corner of Washington and National Boulevards (the “Triangle
Site”).
BACKGROUND/DISCUSSION:
The Triangle Site provides an opportunity to create a sustainable, pedestrian
friendly, mixed use, transit oriented development (TOD) that will encourage transit
ridership on the Expo line, increase area property values and boost tax revenues
for the City. It will create thousands of short and long term jobs and bring together
employment, housing and retail to meet the goals of improved regional mobility
and air quality mandated through AB 32 and SB 375.
Meeting Date: 04/20/09 Item Number: J-2
AGENDA ITEM: JOINT ITEM - Approval of a Memorandum of Understanding with
the Los Angeles County Metropolitan Transit Authority and the Exposition Metro
Line Construction Authority Related to Redevelopment of Agency Owned
Property Located at the Northwesterly Corner of Washington and National
Boulevards – AKA “The Triangle Site.”
Contact Person/Dept.:
Sol Blumenfeld
Todd Tipton
Phone Number: (310) 253-5760
Fiscal Impact: Yes [X] No [] General Fund: Yes [] No [X]
Public Hearing: [] Action Item: [X] Attachments: [X]
Public Notification: Master E-Mail Notification List (04/16/09); the catalytic projects, the
Downtown Business Association, the Chamber of Commerce, Advisory Committee on
Redevelopment, Los Angeles City Council Districts 10 and 11, Los Angeles County
Metropolitan Transit Authority Board, Exposition Metro Line Construction Authority
Board, Los Angeles City Planning, the East Culver City Neighborhood Alliance and the
Rancho Higuera Homeowners Association on 04/16/09.
Department Approval:
Sol Blumenfeld (04/15/09)
Agency General Counsel:
Murray Kane (04/16/09);
City Attorney Approval:
Carol Schwab (by H. Baker) (04/16/09)
Chief Financial Officer Approval:
Jeff Muir (by N. Kimball)(4/16/09)
City Manager/Executive Director
Approval: Jerry B. Fulwood (04/16/09) City of Culver City, California
City Council and Redevelopment Agency Agenda Item Report
Over the last 18 months, the TOD has been recast as a multi-jurisdictional effort
among Culver City, Los Angeles, Metro/Expo and Caltrans to provide parking for
Expo and the TOD. The revised plan vastly improves the original design and
requires a subsurface encroachment along Venice Boulevard from Caltrans, an
easement to use a portion of the Metro right-of-way (“ROW”) from Metro,
subsurface encroachment along National Boulevard within Los Angeles and Culver
City and an agreement with Los Angeles clarifying and harmonizing land use
planning, zoning and permitting jurisdiction Without these encroachments and
easements it is not possible to provide the full complement of parking to
accommodate the envisioned TOD.
The ROW is critical to addressing parking needs for the TOD since it will provide
almost one-half of the required project parking. Staff has studied over 30
development scenarios taking into account project requirements for a sustainable,
pedestrian friendly, and appropriately scaled project that fits contextually within the
neighborhood and brings housing, retail and employment together into a transit
serving development that presents substantial financial benefit to both the Agency
and the City.
The Agency commenced preliminary discussions with Metro in December 2007
with the expectation of entering into a MOU that outlines the broad details of an
agreement in which the Agency builds 600 parking spaces within the TOD for Expo
in exchange for an easement on the ROW to construct both Expo and Metro
parking.
Per the Expo Environmental Impact Report, Metro is required to accommodate 600
parking spaces on a site nearby the first phase of the train’s operation; however,
the ROW does not fully accommodate the parking requirement. Additional parking
was planned on the ROW north of Venice Boulevard; however, this parking option
is not ideal due to the distance from the station and the potential that it could
conflict with construction of the train’s second phase of operation.
Metro took several months to deliver a red-lined MOU version to the Agency.
During that period, Metro indicated that a firm commitment by the Agency was
required to fund redesign and modified construction of the Expo Station to
accommodate project parking. In February 2009, the Agency authorized funding
improvements to Expo’s station. The Agency’s authorization was contingent upon
there being a fully executed MOU that defined use of the ROW.
There has been significant progress in meeting the planning and implementation
challenges related to the envisioned TOD. Staff has negotiated the deal points City of Culver City, California
City Council and Redevelopment Agency Agenda Item Report
with Metro and is recommending their resolution through approval of the MOU as
summarized below:
1. Agency Option Agreement effective for a term of twenty years to use the ROW
for Expo and Metro parking.
2. Agency easement for use of the ROW in consideration for constructing Agency
and Expo parking.
3. Agency reimbursement of costs for the train station redesign along a portion of
the ROW (estimated at $250,000 plus 10% contingency)
4. Agency reimbursement of costs for modifications to the train station (deepened
and strengthened columns estimated at $2.8 million) to accommodate
subterranean parking.
5. Agency construction of an “isolation wall” on the ROW (to construct
subterranean parking).
6. Agency accommodation of temporary parking for Expo prior to construction of
subterranean and at grade parking structure. (Estimated at $200,000 annually
for two years).
7. Metro vacation of the temporary parking on the TOD site within 180 days of
notice when TOD construction commences, or if the Agency decides to use the
site for an alternative purpose.
Expo staff has obtained Expo Board approval of the MOU based upon the broad
deal points listed above. Metro staff will seek similar approval and authorization to
execute the final draft of the MOU based upon the broad deal points of the draft
MOU noted above. On that basis, staff is presenting the draft MOU for final
Agency and City Council approval, with the understanding that the City
Manager/Executive Director may make minor revisions that do not affect the major
MOU deal points approved by the Agency and City Council.
In addition, staff is recommending that the Agency Board and City Council
authorize making progress payments to Expo to complete the station modification
in order to allow the Agency and City to apply for available stimulus funding to
assist with project costs.
Public Notice
Due to Metro’s late response to the redlined MOU, the City/Agency’s requirement
to have an executed MOU prior to committing to funding the Expo Station
redesign, and Metro’s requirement that the City/Agency provide a funding
commitment prior to Metro’s Board meeting on April 28, 2009, it was necessary for
the City/Agency to consider the draft MOU tonight (no later than April 20, 2009).
Given the short time frame required to act on the MOU, on April 13
,
2009, staff City of Culver City, California
City Council and Redevelopment Agency Agenda Item Report
commenced with calling homeowner and business groups that might be interested
in the project. Additionally, a Courtesy Notice was sent to subscribers to the City’s
Master E-Mail notification list on April 15, 2009.
Conclusion:
The TOD is a complex redevelopment project involving multiple jurisdictions.
Despite the complexities, there has been significant progress since the last Agency
project review. Staff is proceeding with negotiations related to the acquisition of
the Venice properties and met with the City of Los Angeles Planning Department,
which indicates its willingness to enter into a MOU for joint planning and permitting
to facilitate TOD development. A draft MOU with the City of Los Angeles has been
prepared by legal counsel to proceed with the joint planning and permitting effort.
A draft of the MOU (with the City of Los Angeles) will be presented to the City
Council and Agency Board for consideration in the coming weeks.
Staff is also proceeding with work related to encroachments through Caltrans.
Each of these intra-jurisdictional components is required to successfully implement
the envisioned project, and approval of the Metro MOU is the next critical step in
the redevelopment process.
FISCAL ANALYSIS:
To date, the Agency’s expenditures have related primarily to the assemblage of the
TOD site, relocation of businesses that had occupied the site, pre-development
studies and remediation of contaminated soil. These expenditures total
approximately $24 million. In addition, the Agency authorized the expenditure, and
corresponding budget amendments, of up to $3.3 million to fund the redesign of
the Expo station with a requirement that an MOU with Metro and Expo be
executed.
Additional potential future expenditures related to the Washington/National TOD
project include acquisition of the Venice properties, certain offsite improvements
and continued environmental remediation, which will be better understood as the
TOD progresses.
Staff and its financial consultant Keyser Marston and Associates believe the TOD
as currently envisioned will render significant long-term fee and tax revenues to the
City and Agency. However, at this time, the exact amount is difficult to estimate.
Such an estimate can be achieved once the TOD has gone through the entitlement
project and a more detailed plan for development of the TOD is available.
City of Culver City, California
City Council and Redevelopment Agency Agenda Item Report
ATTACHMENTS:
1. Draft MOU
2. Station redesign diagram
MOTIONS:
That the City Council:
1. Approve a Memorandum of Understanding with the Los Angeles County
Metropolitan Transit Authority and the Exposition Metro Line Construction
Authority related to redevelopment of Agency owned property located at the
northwesterly corner of Washington and National Boulevards, AKA the Triangle
Site; and,
2. Authorize the City Attorney to review/prepare the necessary documents;
and,
3. Authorize the City Manager to execute such documents on behalf of the
City.
That the Redevelopment Agency:
1. Approve a Memorandum of Understanding with the Los Angeles County
Metropolitan Transit Authority and the Exposition Metro Line Construction
Authority related to redevelopment of Agency owned property located at the
northwesterly corner of Washington and National Boulevards, AKA the Triangle
Site; and,
2. Authorize the Agency General Counsel to review/prepare the necessary
documents; and,
3. Authorize the Executive Director to execute such documents on behalf of
the City.
MEETING DATE: 04.20.09
AGENDA ITEM: Joint Item to Consider a Memorandum of Understanding
with the Los Angeles County Metropolitan Transit
Authority and the Exposition Metro Line Construction
Authority Related to Redevelopment of Agency Owned
Property Located at the Northwesterly Corner of
Washington and National Boulevards – AKA “The
Triangle Site”.
ATTACHMENTS
Pages
1. Draft MOU 1 - 18
2. Station Redesign Diagram 19
D R A F T
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE CITY OF CULVER CITY
AND
THE CULVER CITY REDEVELOPMENT AGENCY
AND
THE EXPOSITION METRO LINE CONSTRUCTION AUTHORITY
AND
THE LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION
AUTHORITY
CONCERNING THE EXPO LRT PROJECT,
THE CONSTRUCTION OF CERTAIN PARKING FACILITIES,
AND THE CULVER CITY REDEVELOPMENT PROJECT
ATTACHMENT 1
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D R A F T
THIS MEMORANDUM OF UNDERSTANDING (the “MOU”) is entered into
by and among the Exposition Metro Line Construction Authority (“Authority”), the Los
Angeles County Metropolitan Transportation Authority (“LACMTA”), the City of Culver
City, a municipal corporation (“City”) and the Culver City Redevelopment Agency a
public body, corporate and politic (“Agency”) (which parties are sometimes collectively
referred to herein as the “Parties”).
WHEREAS, Authority is a public entity created by the California State
Legislature pursuant to PUC section 132600 for the purpose of awarding and overseeing
final design and construction contracts for the completion of the Los Angeles -
Exposition light rail transit project from Metro Rail station at 7th and Flower streets in
the City of Los Angeles to the Downtown area of the City of Santa Monica (the “EXPO
LRT Project”); and
WHEREAS, City is a municipal corporation created and empowered in
accordance with its charter and the constitution of the State of California; and
WHEREAS, LACMTA is a public entity created by the California State
Legislature pursuant to PUC sections 130050 et. seq. for many purposes including, but
not limited to, the design, construction, and operation of rail and bus transit systems and
other transportation facilities in Los Angeles County; and
WHEREAS, Agency is a public body, corporate and politic, exercising
governmental functions and powers, and organized and existing under Chapter 2 of the
Community Redevelopment Law of the State of California, and is carrying out the Culver
City Redevelopment Project (the “Redevelopment Project”) in which a portion of the
EXPO LRT Project is to be located; and
WHEREAS, the Agency is in the process of implementing the redevelopment of a
portion of the Redevelopment Project which abuts the EXPO LRT Project, known as the
“Washington National Project”; and
WHEREAS, Phase 1 of the EXPO LRT Project is an approximately 9 mile light
rail line extending southward from Downtown Los Angeles to Exposition Park, and then
westward along Exposition Boulevard to Venice Boulevard/Robertson Boulevard, and
traversing through and ending at the aerial Washington/National station (also sometimes
referred to as the Venice/Robertson station) in a portion of the community located within
the jurisdiction of City and Agency (“Phase 1”); LACMTA took action specifically to
eliminate from further consideration the Washington/National At-Grade Station, which
included at-grade rail crossings of Washington and National Boulevard, and the proposed
EXPO LRT Project shall not include such at-grade station. The proposed EXPO LRT
Project Washington/National station and ancillary improvements to be located within the
ATTACHMENT 1
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LACMTA Parcel (as defined below) is illustrated on Exhibit “A” and shall be referred to
herein as the “EXPO Station”; and
WHEREAS, the Parties desire to cooperate in connection with the EXPO Station
and the Washington National Project by providing for certain transfers of interests in real
property and by undertaking certain expenditures and related commitments to enhance
the implementation of their respective projects in a manner consistent with the interests
of all the Parties; and
WHEREAS, the Parties desire to develop and enter into this MOU to
accommodate mutual needs for parking and related facilities and understandings in
connection with the construction and operation of the EXPO Station and the
redevelopment of the Washington National Project.
NOW, THEREFORE, in consideration of the covenants contained herein and for
other good and valuable consideration, the receipt and adequacy of which are hereby
acknowledged, City, Agency, Authority and LACMTA agree to enter into this MOU as
follows:
I. PURPOSE AND INTENT
A. The purpose and intent of this MOU is to provide in accordance with the
provisions of this MOU for the establishment of (i) the full execution and recordation of
an option agreement providing for the conveyance to the Agency of a perpetual parking
facility easement described in Section III below (the “Agency Parking Easement”)
located within certain right of way owned by LACMTA and used in connection with the
EXPO Station more particularly described in Exhibit __ (the “LACMTA Parcel”)(such
option agreement is hereinafter referred to as the “Option Agreement”); (ii) the
reimbursement by Agency of certain costs to be incurred by LACMTA and/or Authority
for redesign and construction costs necessary to accommodate the Agency Parking
Easement; (iii) LACMTA’s temporary and permanent parking rights within the
Washington National Project and/or the Agency Parking Easement; and (iv) other matters
related to the implementation of the EXPO Station and the Washington National Project
in the mutual best interests of the Parties.
B. The Parties intend that the planning, development and construction of the
EXPO Station and the Washington National Project set forth in this MOU be a
cooperative, mutual endeavor in which the Parties actively participate and work together,
in good faith and with due diligence. A general timeline for execution of the projects is
presented in Exhibit B.
II. AGENCY PARKING EASEMENT OPTION
For valuable consideration, including without limitation the performance by
Agency of its obligations under the MOU, LACMTA commits and agrees to enter into
the Option Agreement with Agency consistent with this MOU providing Agency with a
ATTACHMENT 1
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binding recorded option to acquire the Agency Parking Easement on the following terms
and conditions:
A. The Option Agreement shall be entered into and recorded prior to or
concurrently with the Agency making or providing payment or funding for
any cost of construction of the alternative design referred to in Section IV;
B. The Option Agreement shall have a term of twenty (20) years; if the
Agency fails to exercise the option to receive conveyance of the Agency
Parking Easement in accordance with the terms and conditions of the
Option Agreement within such twenty (20) year period the Option
Agreement shall expire and be of no further force or effect, and LACMTA
shall, upon and after such expiration, no longer be obligated to convey the
Agency Parking Easement to the Agency;
C. The Agency shall be required to reasonably satisfy the following
conditions precedent to its exercise of the option contained in the Option
Agreement:
1. The Agency shall have completed construction drawings for the
Parking Garage to be constructed by Agency within the Agency
Parking Easement Area, and such drawings shall be approved by any
governmental agency having jurisdiction thereover and by the
Authority pursuant to Section III.A below;
2. The Agency shall have obtained all permits required by any
governmental agency having jurisdiction thereover for construction of
the Parking Garage;
3. The Agency shall have provided Authority with reasonably
satisfactory evidence that the Agency has sufficient funding or other
financial arrangements so as to be able to pay for the cost of the
construction of the Parking Garage;
D. The Option Agreement shall be superior to any lien, encumbrance,
mortgage, deed of trust, easement, lease, right of possession or other
interest in real property in or related to the Agency Parking Easement
Area;
E. No payment of any amount nor any other consideration shall be required
of the Agency for the Option Agreement other than the performance by
the Agency of its obligations under this MOU to make the reimbursement
payments to LACMTA required by Paragraph IV below; and
F. The Agency shall have the right to terminate its rights under the Option
Agreement at any time, in which case the Agency shall no longer have any
duty to provide the Temporary Spaces or EXPO Spaces to LACMTA as
set forth below.
ATTACHMENT 1
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III. AGENCY PARKING EASEMENT
A. For valuable consideration, including without limitation the performance
by Agency of its obligations under the MOU, and in the event the Agency timely
exercises the option contained in the Option Agreement in accordance with all applicable
terms and conditions set forth in the Option Agreement and summarized in Section II
above, LACMTA shall grant to the Agency the Agency Parking Easement free of
LACMTA possession other than the EXPO Spaces when completed, which shall be a
perpetual non-exclusive surface easement and a perpetual exclusive subterranean and at
grade easement to construct, operate, maintain, repair and reconstruct parking in the
LACMTA Parcel situated in the Cities of Los Angeles and Culver City, County of Los
Angeles, and State of California, more particularly described on Exhibit C and illustrated
on Exhibit D (attached hereto and by this reference made a part hereof) and to be used for
the construction, operation, maintenance, repair and reconstruction of facilities for the
parking of vehicles and related ancillary uses customary in a structured parking garage, to
serve the Washington National Project (the “Parking Garage”), and, at a location within
the Agency Parking Easement to be reasonably agreed to by the Parties, and subject to
the terms and conditions set forth herein and in the Agency Parking Easement, permanent
parking spaces to serve the EXPO Station, and reserved by LACMTA concurrently with
the grant of the Agency Parking Easement, as described in Section VI.C below (the
“EXPO Spaces”). No payment of any amount nor any other consideration shall be
required of the Agency for the conveyance to Agency of the Agency Parking Easement
other than the performance by the Agency of its obligations under this MOU and the
Option Agreement, including without limitation the payment of reimbursements required
by Paragraph IV below.
B. In consideration for entering into this MOU and the Option Agreement,
Agency shall:(i) pay the amounts necessary to reimburse LACMTA and the Authority for
the redesign and the extra costs to construct the redesigned alternative, as set forth in
Paragraph IV below; and (ii) grant to LACMTA the Temporary Spaces as set forth in
Paragraph VI below.
C. Agency shall have the right, but not the duty, to construct, develop,
maintain and use the Agency Parking Easement for the Parking Garage to serve the
Washington National Project and to provide the EXPO Spaces to serve the EXPO LRT
Project. Any such construction and development shall be subject to the approval of any
governmental entity which may have legal jurisdiction over such construction.
LACMTA shall have the right to reasonably approve plans and specifications for the
Parking Garage based solely on the following criteria: (a) whether there is adverse
impact on the structural integrity of the EXPO LRT Project; (b) whether there is adverse
impact to operation and maintenance of the EXPO LRT Project; the Parties agree that
the construction of the Parking Garage and the performance by LACMTA and Authority
of their obligations under this MOU and any agreement referred to or in this MOU or
entered into pursuant to this MOU are not adverse impacts to operation and maintenance
of the EXPO LRT Project; (c) the reasonable location and proximity of the Expo Spaces
to station access for patrons; (d) confirmation that garage is designed and will be
constructed within the Agency Parking Easement area; and (e) provision of bicycle racks
ATTACHMENT 1
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and lockers. Once LACMTA has approved conceptual plans for the Parking Garage
based on the criteria set forth above, the approval of subsequent levels of design and
construction plans shall also be based on the criteria set forth above and shall be
governed by the “deemed approved” procedures of Exhibit ___. LACMTA will
expeditiously review and not unreasonably withhold approval of the Parking Garage
design and plans, and agrees to review and approve or disapprove such plans within 30
days of submittal by or on behalf of Agency. Any disapproval of plans shall be
accompanied by a written statement delivered to Agency within said 30 day period
specifying detailed reasons for any such disapproval.
D. The Agency shall bear the costs of developing, constructing, maintaining
and repairing any and all improvements that the Agency may construct within the
Agency Parking Easement area; provided however that LACMTA shall be responsible
for payment of the costs and expenses of the operation, maintenance and repair of the
EXPO Spaces, not to exceed the amount of such costs LACMTA and Authority would
have incurred to operate and maintain its outside lot as originally anticipated. The
Agency Parking Easement shall include provision for construction, staging and storage
easements at the surface as well as subterranean levels of the LACMTA Parcel as
reasonably requested by Agency in order to develop and construct the Parking Garage
within the Agency Parking Easement; provided, however, such use meets the plan review
criteria set forth in Section III.C above.
E. The Agency Parking Easement shall also include provision for non-
exclusive use by both LACMTA and Agency and their patrons and employees of the
surface of the LACMTA Parcel for vehicular and pedestrian access to and egress from
the Parking Garage; provided, however, such use meets the plan review criteria set forth
in Section III.C above.
F. The Agency shall have the right from time to time to assign in whole or in
part any or all of its rights under the Option Agreement and/or the Agency Parking
Easement to any public and/or private persons or entities as deemed by the Agency to be
necessary or desirable in order to implement the Redevelopment Project, including but
not limited to encumbrances, assignments and transfers of security interests for the
benefit of lenders and other third parties involved in the financing of the Washington
National Project, together with lender protection language typical of parking facility
reciprocal easement agreements generally in use in Southern California; provided
however that the Agency shall consult with LACMTA (i) prior to any selection of a
developer for the Washington National Project and (ii) prior to any assignment or transfer
of the completed Parking Garage so as to ensure that the owner of the Parking Easement
and the operator of the Parking Garage have sufficient experience and financial standing
for the operation of the Parking Garage in a manner consistent with the purposes of this
MOU and beneficial to the Parties.
IV. AGENCY REIMBURSEMENT OF COSTS
A. Subject to the Agency’s right of termination set forth below in this
paragraph, Agency shall reimburse LACMTA for the actual and reasonable costs
ATTACHMENT 1
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incurred and paid for by LACMTA and/or Authority to redesign the EXPO Station and to
pay for construction costs as necessary to construct the alternative design referred to
below in the Agency Parking Easement area, subject to the prior reasonable written
approval of Agency Executive Director based upon reasonably satisfactory evidence and
documentation provided to Agency by LACMTA and/or Authority.
This MOU shall constitute a commitment of the Agency to pay for the first
$350,000 of such alternative design construction costs in accordance with the terms
hereof, and, effective May 15, 2009 so long as Agency shall not in its discretion have
terminated this MOU, shall constitute a commitment of Agency to pay for the balance of
such alternative design construction costs (such remaining balance estimated to be $2.45
million) in accordance with the terms hereof.
As to such redesign costs, the Authority has requested its contractor to provide an
alternative design for the EXPO Station at the Agency’s cost and expense to
accommodate the Parking Garage in the Agency Parking Easement, such redesign cost
and expense has been established by the parties as a sum not to exceed $250,000, and, as
of the date hereof Agency has paid $83,333 towards such sum. Upon completion of the
alternative design, the Authority’s contractor shall provide a cost estimate to construct the
alternative design. The Authority shall provide such cost estimate to the Agency and if
such cost estimate exceeds the estimated cost of the presently contemplated station of
$2.8 million (the “Excess Costs”), Agency shall have the right either (i) to terminate this
MOU; or (ii) to elect to pay the Excess Costs. In the event the Agency does not so
terminate, the Authority shall proceed with a change order for the alternative design and
the Agency shall have no further rights to terminate this MOU; the Authority shall then
proceed with the construction of alternative design and Agency shall pay for the Excess
Costs.
B. If Agency elects to terminate this MOU as provided in Section IV.A
above, and in the event neither LACMTA nor the Authority elect to pay for the Excess
Costs, this MOU shall be null and void and of no further effect and Agency shall have no
obligation to pay for construction costs associated with the alternative design to
LACMTA under this MOU; provided, however, the Agency shall remain responsible for
the redesign costs associated with the alternative design.
C. The Agency reimbursement of the alternative design construction costs
referred to herein shall be funded by the Agency as follows: Agency and Authority shall
enter into a Funding Agreement consistent with the provisions of this MOU which shall
require Agency to deposit into an interest bearing account (i) the sum of $350,000 no
later than the time required to pay the contractor for Agency’s share of the structural steel
costs, and (ii) the remaining balance of such construction costs (such remaining balance
estimated to be $2.45 million) on or before the execution and recordation of the Option
Agreement referred to in Section II, and on a schedule consistent with the progress of
construction. Authority shall have the right to draw funds from such account on a
progress payment basis, subject to approval of reasonable documentation therefor by
Agency, to pay for the construction of the alternative design. All interest earned on the
account shall be paid to Agency as and when earned.
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D. Change orders to the construction of the alternative design will be handled
as follows:
1. The change order shall be subject to the reasonable approval of the
Agency as to whether a reasonable relationship exists between the change order and the
Agency’s reimbursement obligations. The Agency will not unreasonably withhold such
approval. Authority agrees to consult with the Agency on all change orders to provide
Agency with advance notice of a proposed change order to the extent feasible. Agency
will have the right to have a representative attend all meetings with the contractor
regarding such construction and any proposed change orders.
2. If a change order is required due to changed conditions and
exceeds the Excess Costs, and is approved by Agency pursuant to the immediately
preceding sub-paragraph: Agency will request the Agency Board approve of such
increased costs. If no additional funds are available or authorized, Agency will pay
Authority for any reimbursement costs incurred to date and any termination costs
associated with terminating the work involved.
3. If a change order is initiated at Agency’s request, so long as there
is no impact on Authority’s schedule, Authority will consider the change but will require
Agency to pay for the change in advance.
V. CONSTRUCTION OF ISOLATION WALL
Agency shall construct or at its option cause the construction by the Washington-
National Project developer of the "Isolation Wall" for the Station at no cost to LACMTA
or Authority consistent with plans mutually approved therefor by the parties. Authority
will expeditiously review and not unreasonably withhold approval of the wall design and
plans for consistency with the criteria set forth in Section III.C(a), and agrees to review
and approve or disapprove such plans within 20 days of submittal by or on behalf of
Agency, subject to the “Deemed Approved” provisions of Exhibit __. Any disapproval
of plans shall be accompanied by a written statement delivered to Agency within said 20
day period specifying detailed reasons for any such disapproval.
The Isolation wall shall be constructed and in place before Agency commences
any excavation work for the Parking Garage or any portion of the Washington National
Project within ___ feet of the EXPO Station. Any construction work done for the
Isolation Wall or the Washington National Project must be in compliance with any
applicable LACMTA work rules, track allocation procedure and permit process.
VI. LACMTA PARKING RIGHTS
A. The Agency shall provide LACMTA with a license to establish, operate,
maintain and repair 600 temporary surface parking spaces within the Washington
National Project area, as shown on Exhibit E (the “Temporary Spaces”). Such temporary
parking license agreement shall be entered into by and between LACMTA and Agency
concurrently with the execution and recordation of the Option Agreement. Such license
shall provide that LACMTA may commence the improvement of the Temporary Spaces
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no sooner than the occurrence of both of the following events: (i) the expiration or
termination of the Authority Construction Staging License referred to in Section VII; and
(ii) thirty (30) days after delivery to Agency of a written notice from LACMTA that
LACMT desires to proceed with such Temporary Spaces improvements. LACMTA may
commence to use such temporary parking spaces concurrently with the commencement
of operations of the Washington National Station. Such area shall be provided to
LACMTA by Agency at no cost, provided, however that LACMTA shall be responsible
at its own cost and expense to improve the Temporary Spaces to meet applicable City
paving and lighting requirements as shown on that certain Temporary Parking Plan by
______________ dated ________________, and shall be responsible for the costs of
operation, repair and maintenance of the Temporary Spaces.
B. LACMTA shall vacate the Temporary Spaces and shall no longer be
entitled to the Temporary Spaces upon the occurrence of any of the following: (i)
provided LACMTA has first been given the right to use the Replacement Spaces, as
defined below, then no later than one hundred and twenty (120) days prior to the date the
Agency either (a) is required to lease or convey the property to a third party for
redevelopment purposes or (b) finds it necessary or desirable to occupy such property to
further the implementation of the Washington National Project; (ii) concurrently with the
termination by Agency or the expiration of the Option Agreement and/or Agency Parking
Easement pursuant to the Agency right of termination provided for in Paragraph II above
and/or pursuant to the terms of such documents; or (iii) upon the completion of the
Parking Garage by Agency. For purposes of this MOU, “Replacement Spaces” shall
mean no less than two hundred thirty-five (235) parking spaces made available to
LACMTA either in the Ince Boulevard Public Parking Garage at 9099 Ince Boulevard in
Culver City or some other location proposed by Agency and acceptable to LACMTA at
its reasonable discretion.
C. Upon completion of the Parking Garage by Agency, LACMTA shall be
provided by Agency the 600 EXPO Spaces reserved by LACMTA in the document
granting the Agency Parking Easement. Such spaces shall be provided to LACMTA by
Agency at no cost, provided, however that LACMTA shall be responsible at its own cost
and expense for the costs of operation, repair and maintenance of the EXPO Spaces, not
to exceed whatever operation and maintenance costs LACMTA would have incurred to
operate its outside lot as originally contemplated, and shall be required to enter into a
reciprocal easement agreement providing for the operation and maintenance of the
Parking Garage by the Agency and the joint use of the Parking Garage and the
Washington National Project by LACMTA and the Agency and its successors in a
manner consistent with this MOU and the Agency Parking Easement.
D. The parties agree to negotiate in good faith concerning the potential
inclusion of some or all of the Temporary Spaces and/or the EXPO Spaces within the
Washington National Project on a long term basis subject to the payment by LACMTA of
a pro rata share of the costs of constructing, developing, maintaining and repairing such
spaces.
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E. Upon completion of the Phase 2 LRT EXPO project, LACMTA’s rights to
the 600 Temporary Spaces and/or 600 EXPO Spaces shall be reduced to 300 parking
spaces. In addition, in the event the planned Phase 2 of the Washington National Project
is completed prior to the completion of the Phase 2 LRT EXPO project and the Parking
Garage is completed, then LACMTA’s rights to the 600 EXPO Spaces shall be reduced
to 300 EXPO Spaces, so long as Agency provides Replacement Spaces to LACMTA
during the construction of the Phase 2 LRT EXPO project.
VII. AUTHORITY CONSTRUCTION STAGING LICENSE
Concurrently with the execution and recordation of the Option Agreement, the
Agency shall provide LACMTA with a license to establish, operate, and maintain a
construction staging area for the Phase 1 LRT EXPO project within that portion of the
Washington National Project area shown on Exhibit F (the “Staging Area”).
VIII. COOPERATION
The Parties agree to implement the EXPO Station and the Washington National
Project within their respective jurisdictions in a harmonious way, including without
limitation:
A. LACMTA agrees that on a schedule consistent with the completion of the
EXPO LRT Phase 1 construction (which construction schedule is attached hereto as
Exhibit F), LACMTA shall vacate the surface of the property located above the Agency
Parking Easement and/or within the Agency Parking Easement area when and as needed
to permit the Agency to develop and construct the Parking Garage within the Agency
Parking Easement. Upon the execution of this MOU the parties shall diligently negotiate
and prepare for execution by the parties the Agency Parking Easement document so as
effectuate the purposes of this MOU consistent with the steps and schedule identified in
Section II.B above.
B. LACMTA agrees not to build any buildings or structures on the surface of
the property located above the Agency Parking Easement and/or within the Agency
Parking Easement area except as first approved in writing by Agency.
C. LACMTA agrees to maintain the EXPO Station and all of its ancillary
rights of way and other areas supporting such station, including without limitation its
parking areas to the extent not provided by Agency pursuant to Section VI above in a
manner consistent with LACMTA’s system-wide maintenance and landscaping
standards.
D. LACMTA agrees not to maintain or permit any use of the LACMTA
ROW on the south side of Venice for the purpose of any bus uses, bus turnout areas
and/or bus storage areas, except that paratransit shuttle service is permitted as shown on
Exhibit H. Because of the proximity of the LACMTA ROW to the Washington National
Project all above grade use of the LACMTA ROW shall first be mutually agreed upon in
writing between the Agency and LACMTA.
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E. It is intended by the parties that the shared EXPO LRT and Washington
National Projects parking may include the potential development of podium parking. In
addition, LACMTA shall not unreasonably withhold and will reasonably consider the
shared parking use of the Temporary Parking and EXPO Spaces by Agency and the
owner of the Washington National Project at non-peak hours.
F. Agency agrees to consult with LACMTA regarding the Agency’s
selection of the Washington National Project developer and approval of financing and
assurances to be provided by developer to ensure construction of the Washington
National Project.
G. LACMTA and Authority agree to cooperate with Agency and City to
facilitate the availability of state and/or federal funds to enable Agency to perform its
payment obligations hereunder. LACMTA and Authority agree to not unreasonably
withhold approval of modifications to this MOU so as to enable Agency and/or City to
satisfy the terms and conditions of any such state and/or federal funding.
IX. NO RELOCATION BENEFITS
LACMTA and Authority acknowledge and agree that they shall not be entitled to
any relocation benefits or payments arising out of their vacation of any temporary or
permanent parking spaces within the Washington National Project. LACMTA
knowingly, voluntarily and intelligently waives any such benefits or payments.
X. EMINENT DOMAIN
LACMTA and Authority agree that until the expiration of the effectiveness of the
redevelopment plan for the Redevelopment Project, each waives any power of eminent
domain it might have to acquire all or any portion of the Agency Parking Easement and
any improvements, buildings, structures or items pertaining to the realty that might from
time to time exist within the Agency Parking Easement, and each acknowledges for such
period of time that the acquisition and use of the Agency Parking Easement by the
Agency is the most necessary public use for such property.
XI. MOU SUBJECT TO DEFINITIVE AGREEMENTS
This MOU shall be subject to the terms of definitive agreements to be entered into
by and among the Parties consistent with this MOU to implement the terms and
conditions of this MOU. The Parties further agree that except as set forth in the next
sentence this MOU is not intended to be binding on the Parties unless and until such
definitive agreements are approved by each of the Parties in the manner required by law.
This MOU is intended to be binding on the parties as to LACMTA’s obligation to enter
into the Option Agreement when and as required by this MOU, and as to Agency’s
reimbursement obligations for design and construction of the alternative design.
Each party hereto agrees, however, to take all lawful actions to negotiate in good
faith and prepare for formal consideration and approval all definitive legal agreements
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within their respective jurisdictions necessary to implement the purpose and intent of this
MOU.
The City is a party to this MOU solely for the purpose of utilizing the good
offices of the City to accomplish the purpose and intent of this MOU and to provide the
good faith cooperation of the City in that regard. There shall be no liability or obligation
of the City under this MOU to make any payment nor to enter into any other agreement.
XII. GENERAL PROVISIONS
A. Notices. All notices under this MOU shall be sufficiently given if
delivered or mailed by registered or certified mail, postage prepaid and return receipt
requested, or by nationally recognized overnight courier service, and addressed as
follows:
To City:
City Manager
City of Culver City
9770 Culver Boulevard
Culver City, CA 90230-0507
Facsimile No.: (310) 253-6010
With a copy to:
Public Works Director/City Engineer
City of Culver City
9770 Culver Boulevard
Culver City, CA 90230-0507
Facsimile No.: (310) 253-5626
and
Transportation Director
City of Culver City
4343 Duquesne Avenue
Culver City, CA 90230-0507
Facsimile No.: (310) 253-6513
To Agency:
Assistant Executive Director
Culver City Redevelopment Agency
9770 Culver Boulevard
Culver City, CA 90230
Facsimile No.: (310) 253-5779
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To LACMTA:
Chief Executive Officer
Los Angeles County Metropolitan Transportation Authority
One Gateway Plaza
Los Angeles, California 90012
Facsimile No.: (213) 922-7382
With a copy to:
Deputy Executive Officer, Project Management
Project Management Engineering and Construction Division
Los Angeles County Metropolitan Transportation Authority
One Gateway Plaza
Los Angeles, CA 90012
Facsimile No.: (213) 922-7447
To Exposition Metro Line Construction Authority:
Chief Executive Officer
Exposition Metro Line Construction Authority
707 Wilshire Blvd., Suite 3400
Los Angeles, CA 90017
Facsimile No.: (213) 243-5552
With a copy to:
Chief Project Officer
Exposition Metro Line Construction Authority
707 Wilshire Blvd., Suite 3400
Los Angeles, CA 90017
Facsimile No.: (213) 243-5552
Any notice or demand required shall be given (a) personally, (b) by
certified or registered mail, postage prepaid, return-receipt requested,
(c) by confirmed fax, or (d) by reliable messenger or overnight courier to
the address of the respective Parties set forth above. Any notice served
personally shall be deemed delivered upon receipt, served by facsimile
transmission shall be deemed delivered on the date of receipt as shown on
the received facsimile, and served by certified or registered mail or by
reliable messenger or overnight courier shall be deemed delivered on the
date of receipt as shown on the addressee’s registry or certification of
receipt or on the date receipt is refused as shown on the records or
manifest of the U.S. Postal Service or such courier, or five (5) working
days after deposit in the United States mail in Los Angeles County. City,
Agency, LACMTA or Authority may from time to time designate any
other address or addressee or additional addressees for this purpose by
written notice to the other Party.
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. The Parties may also designate other procedures for the giving of notice as
required or permitted under the terms of this MOU, but each alternate
procedure shall be described in a writing and signed by LACMTA,
Authority, Agency and City.
B. Continuing Documents. Nothing in this MOU shall be deemed to
amend or modify in any manner any documents in effect on the date of this MOU
with respect to the subject matter herein or otherwise, all of which shall remain in
full force and effect. This MOU supersedes all prior oral discussions between the
Parties with respect to the subject matter of this MOU.
C. Modification. This MOU may not be modified, amended or
otherwise changed in any manner, except by a prior written amendment executed
by the Parties, or their respective successors in interest.
D. Section Headings. The section headings contained in this MOU
are for convenience and identification only and shall not be deemed to limit or
define the contents to which they relate.
E. Waiver. No waiver of any provision of this MOU shall be
effective unless in writing and signed by a duly authorized representative of the
party against whom enforcement of a waiver is sought. No waiver of any
provision of this MOU shall be deemed or shall constitute a waiver of any other
provision.
F. Construction. It is expressly understood by the Agency and
Developer that the language of this MOU was jointly prepared and shall therefore
not be construed for or against either the Agency or the Developer.
G. Successors and Assigns. This MOU shall be binding on and shall
inure to the benefit of the Agency, City, LACMTA and the Authority and their
respective legal representatives, successors and assigns.
H. Governing Law. This MOU is entered into in the State of
California and shall be construed and interpreted in accordance with its internal
laws without reference to choice of law or conflict of law provisions.
I. Date of MOU. This MOU shall be effective on the date that it has
been duly executed by authorized representatives of each of the Parties. The date
of this MOU shall be the date when the MOU shall have been executed by the
Agency.
J. Indemnification. Each of the Parties agrees to defend, indemnify,
protect, and hold each of the other Parties and all of their officers, agents, and
employees harmless from any and all actions, suits, proceedings, liability, loss,
expense (including all expenses of investigation and defending against same), and
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all claims for injury or damages to any person, arising out of the indemnifying
party’s performance of this MOU or any agreement entered into to implement this
MOU, but only in proportion to and to the extent such actions, suits, proceedings,
liability, loss, expense or claims for injury or damages are caused by, or result
from, the negligent or intentional acts or omissions of each Party, its officers,
agents, or employees.
K. Termination of this MOU. If the Agency terminates this MOU
pursuant to Paragraph IV above, this MOU shall automatically terminate. Upon
termination of this MOU, the Authority and LACMTA shall have the right to use
the LACMTA Parcel in their sole and absolute discretion; and the City and the
Agency shall have no further rights to the LACMTA Parcel and shall quitclaim all
rights in the LACMTA Parcel to LACMTA. Further, upon termination of this
MOU, the City and the Agency shall have the right to use the Washington
National Project property in their sole and absolute discretion; and the Authority
and LACMTA shall have no further rights to the Washington National Project
property and shall quitclaim all rights in the Washington National Project
property to the Agency/City.
IN WITNESS WHEREOF, the parties have caused this MOU to be executed by
their duly authorized representatives as of the dates indicated below:
LACMTA:
LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY
By: _____________________________________
Roger Snoble Date
Chief Executive Officer
APPROVED AS TO FORM:
Raymond G. Fortner, Jr.
County Counsel
By: _____________________________________
Deputy Date
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CITY OF CULVER CITY
By: _____________________________________
D. Scott Malsin Date
Mayor
APPROVED AS TO FORM:
By: _____________________________________
Date
THE CULVER CITY REDEVELOPMENT AGENCY
By: _____________________________________
Andrew Weissman Date
Chair
APPROVED AS TO FORM:
By: _____________________________________
Date
THE EXPOSITION METRO LINE CONSTRUCTION AUTHORITY
By: _____________________________________
[INSERT NAME] Date
[INSERT TITLE]
APPROVED AS TO FORM (OPTIONAL):
By: _____________________________________
Date
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EXHIBIT ___
The following provisions shall govern LACMTA and Authority approval
plans and specifications submitted by Agency pursuant to the MOU and/or any
document entered into pursuant to the MOU. All references to “Metro” in this
Exhibit shall mean LACMTA and/or Authority, as applicable.
Deemed Approval of Plans and Specifications. This Exhibit ___ shall be
applicable only to plans and specifications for improvements submitted by Agency at
a level of Design Development subsequent to Metro’s approval of a Conceptual Plan
for such improvements, provided that such Plans and Specifications (a) do not contain
modifications to the Plans and Specifications approved by LACMTA at the previous
level of Design Development (other than modifications that represent a logical
evolution of the elements depicted, described or specified in the previous Level of
Design Development). This Exhibit ___ shall not be applicable to Metro’s approval
of any Conceptual Plan or to any Plans and Specifications submitted other than in
accordance with the MOU and this Exhibit ___. Plans and Specifications (other than
Conceptual Plans) submitted to Metro at a particular level of Design Development in
accordance herewith shall be deemed approved by Metro, if Metro fails to approve,
disapprove or request changes to the same within ten (10) business days after its
receipt of a written notice from Agency (delivered after expiration of the applicable
thirty (30) day or the twenty (20) day period noted in the MOU), indicating Metro's
failure to provide such approval, disapproval or request for changes; provided:
(1) Such written notice contains the following provisions, in large type
and in bold print:
"THIS IS YOUR SECOND AND FINAL NOTICE REGARDING THIS
MATTER. FAILURE TO APPROVE OR DISAPPROVE THE REQUESTED
MATTER WITHIN TEN (10) BUSINESS DAYS AFTER YOUR RECEIPT OF
THIS REQUEST SHALL BE DEEMED AN APPROVAL OF THE SAME
PURSUANT TO EXHIBIT A OF THE MOU WITH THE AGENCY; and
(2) At the time the subject plans and specifications are submitted to
Metro, Agency provides Metro with a written notice requesting approval of such
Plans and Specifications and sets forth in such written notice one or the other of
the following provisions (as applicable), in large type and in bold print:
(a) If such submittal is the initial submittal of plans and specifications
at a particular level of Design Development or is a submittal of plans and
specifications at a particular Level of Design Development for any reason other
than as set forth in the following subsection (b), below, then the following
provision shall be included in the written notice:
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“NOTICE IS HEREBY GIVEN THAT FAILURE TO APPROVE OR
DISAPPROVE THE REQUESTED MATTER WITHIN THIRTY (30) DAYS
AFTER YOUR RECEIPT OF THIS REQUEST SHALL BE DEEMED AN
APPROVAL OF THE SAME PURSUANT TO EXHIBIT A OF THE MOU
WITH THE AGENCY”
(b) If such submittal is a re-submittal of plans and specifications at a
particular level of Design Development due solely to either a previous Metro
disapproval of plans and specifications at that level of Design Development or a
previous Metro request for changes to plans and specifications at that Level of
Design Development, then the following provision shall be included in the written
notice:
“NOTICE IS HEREBY GIVEN THAT FAILURE TO APPROVE OR
DISAPPROVE THE REQUESTED MATTER WITHIN FIFTEEN (15) DAYS
AFTER YOUR RECEIPT OF THIS REQUEST SHALL BE DEEMED AN
APPROVAL OF THE SAME PURSUANT TO EXHIBIT A OF THE MOU
WITH THE AGENCY”
.
ATTACHMENT 1
18Metro Station Redesign
CIDH Extension – Isolation Casing = $2,800,000
ATTACHMENT 2
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