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Home My WebLink About2009-01-27 City Council Agenda Item No. 10 CITY OF LAKE 0,Lsmon lO DREAM EXTREME,,. REPORT TO CITY COUNCIL TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: ROBERT A. BRADY, CITY MANAGER DATE: JANUARY 27, 2009 SUBJECT: MUTUAL SETTLEMENT AGREEMENT AND RELEASE FOR CITY OF CANYON LAKE V. CITY OF LAKE ELSINORE LITIGATION DISCUSSION On October 28, 2008, the City Council approved the Greenwald commercial project which contemplates construction of a 98,587 square foot neighborhood shopping center including general offices, medical offices, restaurants and outdoor dining (the "Project "). On or about November 24, 2008, the City of Canyon Lake filed a verified petition for writ of mandate under the California Environmental Quality Act ( "CEQA ") challenging the City of Lake Elsinore's approval of the Project. On January 12, 2009, Mayor Magee, City Manager Brady, and members of City staff met with the other parties to the litigation to discuss settlement. The terms of a settlement were conceptually agreed to by the City Council in closed session on January 13, 2009. The terms of the settlement have been memorialized in a draft Mutual Settlement Agreement and Release, which is attached hereto. A summary of the terms of the Mutual Settlement Agreement and Release is as follows: 1) Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall construct and install, or cause to be constructed and installed, a striped crosswalk on Greenwald Avenue east of the creek on the west side of the intersection of Greenwald Avenue and Dowling Street. 2) Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall install, or cause to be installed, a City of Lake Elsinore standard cobra head street light on each end of the crosswalk crossing Greenwald Avenue in accordance with the attached map. Agenda Item No. 10 Page 1 of 12 CANYON LAKE SETTLEMENT AGREEMENT January 27, 2009 Page 2 3) Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall install, or cause to be installed, Lake Elsinore standard advanced signage warning motorists of the crosswalk. 4) To the extent permitted by federal and state law, City of Lake Elsinore agrees to consider, but is not obligated to approve or require, equestrian access over the Centex property and Kipp property (the "Adjacent Properties "), which are located to the south of the Project, when and if the owners of the Adjacent Properties file development applications with Lake Elsinore for the development of the Adjacent Properties. 5) The City of Canyon Lake agrees to release and forever discharge the City of Lake Elsinore of any and all controversies, claims, actions, causes of action, covenants, suits, debts, liens, contracts, leases, costs, demands, damages or liabilities of whatsoever nature whether known or unknown which Canyon Lake may now, or in the future, have against the City of Lake Elsinore, including (without limiting the generality of the foregoing) any claims arising out of, based upon, or relating in any way to the Project. The draft Settlement Agreement has been circulated to the other parties in the litigation but, as of the preparation date of this report, we have not received final comments. We anticipate receipt of any comments in the near term and, to the extent available, will provide the Council with the final form of the Settlement Agreement prior to the Council's regular meeting. RECOMMENDATION 1) Approve the attached Mutual Settlement Agreement and Release, subject to any modification consistent with the above - referenced terms as may be approved by the City Attorney. 2) Authorize the Mayor to execute the final form of the Mutual Settlement Agreement and Release on behalf of the City of Lake Elsinore and the individual Councilmembers. 3) Authorize the City Attorney to prepare and execute any other ancillary pleadings necessary to make the Mutual Settlement Agreement and Release binding upon all parties. Prepared By: Barbara Leibold, City Attorney Approved By: Robert A. Brady, t City Manager (11` Agenda Item No. 10 Page 2 of 12 CANYON LAKE SETTLEMENT AGREEMENT January 27, 2009 Page 3 Attachments: 1. Mutual Settlement Agreement and Release 2. Conceptual Map of Crosswalk Agenda Item No. 10 Page 3 of 12 DRAFT MUTUAL SETTLEMENT AGREEMENT AND RELEASE This MUTUAL SETTLEMENT AGREEMENT AND RELEASE (this "Agreement ") is dated for identification purposes only as of January , 2009, by and between the CITY OF CANYON LAKE, a municipal corporation ( "Canyon Lake "), on the one hand, and THE SAULS COMPANY, a California (the "Consultant "), GREENWALD, LLC, a California limited liability company (the "Developer "), the CITY OF LAKE ELSINORE, a municipal corporation ( "Lake Elsinore "), and the CITY OF LAKE ELSINORE CITY COUNCIL (the "City Council ") (collectively, "Respondents "), on the other hand, and with reference to the following facts. Consultant, Developer, Lake Elsinore, the City Council and Canyon Lake are collectively referred to as the "Parties." RECITALS This Agreement is made with reference to the following facts which are a substantive part hereof: A. On or about October 28, 2008, the City Council adopted Resolution No. adopting MSHCP consistency findings, Resolution No. approving Mitigated Negative Declaration No. 2008 -07 ( "MND "), Resolution No. approving Tentative Tract Map No. 36066 (the "Tract Map "), and Resolution No. approving Commercial Design Review No. 2008 -01 for the Greenwald Commercial Center (collectively, the "Project "). B. The Project was approved on a 13.9± acre site located on the north side of Greenwald Avenue, at the northwest corner of the City of Lake Elsinore, directly adjacent to the City of Canyon Lake and its north gate, on property that is commonly identifiable as Assessor's Parcel No. 349 -290- 009 (the "Site "). C. On or about November 24, 2008, Canyon Lake filed a Verified Petition for Writ of Mandate under California Environmental Quality Act and Complaint for Declaratory and Injunctive Relief ( "Petition ") in the Superior Court for the County of Riverside entitled City of Canyon Lake v. City of Lake Elsinore et al., and designated as Riverside County Superior Court Case No. RIC 513811 (hereinafter, the "Action "). D. The Petition sought, among other things, the issuance of a writ of mandate requiring the City to set aside its decision adopting the MND, and that the City prepare and circulate an environmental impact report ( "EIR ") in accordance with the California Environmental Quality Act (California Public Resources Code §§ 21000 et seq.; "CEQA "). The Petition alleged, among other things, that the City's adoption of the MND did not comply with the procedural and substantive requirements of CEQA. E. While the Action was pending, Consultant, Developer, Lake Elsinore, the City Council, and Canyon Lake representatives met to discuss settlement of the Action in accordance with 1 Agenda Item No. 10 Page 4 of 12 CEQA section 21167.8. By this Agreement, the Parties desire and intend to end the pending Action and avoid further disputes between each other concerning the subject matter of the Action. F. The Parties agree to settle the Action on the terms set forth below. NOW, THEREFORE, for full and valuable consideration described herein and based upon the foregoing recitals and the terms, conditions, covenants and agreements contained herein, the Parties hereto agree as follows: AGREEMENT 1. Obligations of Developer. Developer agrees to revise the Project to include the following additional Project features: a. Construct and Install A Crosswalk on Greenwald Avenue. Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall construct and install, or cause to be constructed and installed, a striped crosswalk on Greenwald Avenue east of the creek on the west side of the intersection of Greenwald Avenue and Dowling Road in substantially the location shown on the Crossing Improvement Drawing attached hereto as Exhibit "A" and incorporated herein by this reference. b. Install Cobra Head Street Lights on Greenwald Avenue. Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall install or cause to be installed, a Lake Elsinore standard cobra head street light on each end of the crosswalk crossing Greenwald Avenue as shown on the Crossing Improvement Drawing attached hereto as Exhibit "A" and incorporated herein by this reference. c. Advanced Roadside Signage Warning of Greenwald Avenue Crossing. Prior to the issuance of the first Certificate of Occupancy for the Project, Developer shall install, or cause to be installed, Lake Elsinore standard advanced roadside signage warning motorists of the Greenwald Avenue crossing as shown on the Crossing Improvement Drawing attached hereto as Exhibit "A" and incorporated herein by this reference. 2. Obligations of Lake Elsinore. To the extent permitted by federal and state law, Lake Elsinore agrees to consider, but is not obligated to approve or require, equestrian access over the Centex property and Kipp property (the "Adjacent Properties "), which are located to the south of the Site, when and if the owners of the Adjacent Properties file development applications with Lake Elsinore for the development of the Adjacent Properties. 3. Obligations of Canyon Lake. In exchange for the obligations assumed by Respondents in this Agreement, Canyon Lake agrees to the following conditions and obligations: a. Dismissal of the Action. Within ten (10) days of execution of this Agreement, Canyon Lake shall execute and file with the Riverside County Superior Court a request for dismissal with prejudice of the entire Action as to Consultant, Developer, Agenda Item No. 10 Page 5 of 12 Lake Elsinore and the City Council. Said dismissal shall indicate that the Parties are to bear their own costs and attorneys' fees associated with the Action. b. Covenant Not to Sue. Canyon Lake shall not institute any further action or suit at law or in equity against Respondents, either collectively or individually, nor institute, prosecute or in any way aid in the institution or prosecution of any claim, demand, action, or cause of action for damages, costs, loss of services, expenses, or compensation for or on account of any damage, loss or injury either to person or property, or both, whether developed or undeveloped, resulting or to result, known or unknown, past, present or future, arising out of or related to the Project. 4. Releases. a. Release by Canyon Lake. Subject to the Dismissal of the Action, and in consideration of the terms of this Agreement, Canyon Lake for itself and its successors and assigns releases Respondents and any and all of their representatives, past and present officers, directors, employees, attorneys or other representatives or agents of any claim, cause of action, liability, indebtedness or other obligation, whether known or unknown and arising directly or indirectly out of the matters described in the Action and any related matters. Canyon Lake agrees that it understands the meaning and effect of section 1542 of the California Civil Code and waives the effect of such section, which provides: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER CLAIM WITH THE DEBTOR." b. Release by Respondents. Subject to the Dismissal of the Action, and in consideration of the terms of this Agreement, Respondents for themselves and their successors and assigns release Canyon Lake and any and all of their representatives, past and present officers, directors, employees, attorneys or other representatives or agents of any claim, cause of action, liability, indebtedness or other obligation, whether known or unknown and arising directly or indirectly out of the matters described in the Action and any related matters. Respondents agree that they understands the meaning and effect of section 1542 of the California Civil Code and waives the effect of such section, which provides: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER CLAIM WITH THE DEBTOR." 5. Discovery of Different or Additional Facts. The Parties acknowledge that they may hereafter discover facts different from or in addition to those they now know or believe to be true Agenda Item No. 10 Page 6 of 12 with respect to the claims, demands, causes of action, obligations, damages, and liabilities of any nature whatsoever that are the subject of this Agreement, and they expressly agree to assume the risk of the possible discovery of additional or different facts, and agree that this Agreement shall be and remain effective in all respects regardless of such additional or different facts. 6. Responsibility for Attorneys' Fees, Costs, and Litigation Expenses in Action. The Parties acknowledge and agree that they shall be wholly responsible for the payment of their own attorneys' fees, costs, and litigation expenses incurred in the Action and the preparation and execution of this Agreement. 7. Authority to Sign. The persons signing Agreement represent and warrant that they have the authority to sign this Agreement on behalf of the entity for which they are signing this Agreement. 8. Non - Admission of Liability. The Parties acknowledge and agree that this Agreement is a settlement of disputed claims in the Action. Neither the fact that the Parties have settled nor the terms of this Agreement shall be construed in any manner as an admission of any liability by the Parties or any of their employees, or any affiliated person or entities. 9. No Assignment of Claims. The Parties to this Agreement warrant that they have made no assignment, and will make no assignment, of any claim, chose in action, right of action or any right of any kind whatsoever, embodied in any of the claims and allegations referred to herein, and that no other person or entity of any kind had or has any interest in any of the demands, obligations, actions, causes of action, debts, liabilities, rights, contracts, damages, attorneys' fees, costs, expenses, losses or claims referred to herein. 10. Successors and Assigns. This Agreement, and all the terms and provisions hereof, shall be binding upon and shall inure to the benefit of the Parties and their respective heirs, legal representatives, successors and assigns. 11. Knowing and Voluntary. The Parties specifically represent that prior to signing this Agreement they have been provided a reasonable period of time within which to consider whether to accept this Agreement. The Parties represent that they have each carefully read and fully understand all of the provisions of this Agreement, and that they are voluntarily, knowingly, and without coercion entering into this Agreement based upon their own judgment. 12. Assistance of Counsel. The Parties each specifically represent that they have consulted to their satisfaction with and received independent advice from their respective counsel prior to executing this Agreement concerning the terms and conditions of this Agreement. 13. Notices. In the event any of the Parties wishes, or is required, to provide notice related to this Agreement, it shall be given as follows: To: Lake Elsinore and /or the City Council City Manager City of Lake Elsinore — City Hall Agenda Item No. 10 Page 7 of 12 130 S. Main Street Lake Elsinore, California 92530 Copy to: LEIBOLD MCCLENDON & MANN, P.C. Barbara Leibold, City Attorney 23422 Mill Creek Drive, Suite 105 Laguna Hills, California 92653 To: Canyon Lake City Manager City of Canyon Lake — City Hall 31516 Railroad Canyon Road Canyon Lake, California 92587 Copy to: LEWIS BRISBOIS BISGAARD & SMITH LLP Elizabeth Martyn, City Attorney 650 Town Center Drive, Suite 1400 Costa Mesa, California 92626 To: Consultant THE SAULS COMPANY Ed Sauls, President [insert] To: Developer GREENWALD, LLC [insert] 14. Enforcement Costs. Should any legal action be required to enforce the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs in addition to any other relief to which that party may be entitled. 15. Severability. Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be considered independent and severable from the remainder, the validity of which shall remain unaffected. 16. Ambiguity. The Parties acknowledge that this Agreement was jointly prepared by them, by and through their respective legal counsel, and any uncertainty or ambiguity existing herein shall not be interpreted against any of the Parties, but otherwise shall be interpreted according to the application of the rules on interpretation of contracts. 17. Waiver. Failure to insist on compliance with any term, covenant or condition contained in this Agreement shall not be deemed a waiver of that term, covenant or condition, nor shall any waiver or relinquishment of any right or power contained in this Agreement at any one time or more times be deemed a waiver or relinquishment of any right or power at any other time or times. Agenda Item No. 10 Page 8 of 12 18. Governing Law. This Agreement is made and entered into in the State of California, and shall in all respects be interpreted, enforced and governed under the laws of the State of California without giving effect to conflicts of laws principles. 19. Police Powers. This Agreement is not intended to, nor shall the Agreement be interpreted to, restrict, in any way, the City's ability to approve, conditionally approve, or deny revisions to the Project or any related entitlements, including the City's ability to impose conditions of approval and/or mitigation measures in the exercise of its police powers pursuant to Article XI, Section 7 of the California Constitution and applicable laws. 20. Entire Agreement. This Agreement constitutes the entire Agreement between the Parties who have executed it and supersedes any and all other agreements, understandings, negotiations, or discussions, either oral or in writing, express or implied, between the Parties to this Agreement. The Parties to this Agreement each acknowledge that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by them, or anyone acting on their behalf, which are not embodied in this Agreement, that they have not executed this Agreement in reliance on any such representation, inducement, promise, agreement or warranty, and that no representation, inducement, promise, agreement or warranty not contained in this Agreement including, but not limited to, any purported supplements, modifications, waivers or terminations of this Agreement shall be valid or binding, unless executed in writing by all of the Parties to this Agreement. 21. Effective Date. This Agreement is effective upon its execution by all Parties ( "Effective Date "). This Agreement shall have no force or effect whatsoever unless and until it is signed by representatives for all of the Parties and the dismissal referenced in Section 3.a has been filed. 22. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. [Signature Pages Follow] Agenda Item No. 10 Page 9 of 12 IN WITNESS WHEREOF, the undersigned have executed this Mutual Settlement Agreement and Release on the dates set forth below. "CITY OF LAKE ELSINORE", a California municipal corporation, DATED: Robert E. Magee, Mayor City of Lake Elsinore ATTEST Carol Cowley, Interim City Clerk City of Lake Elsinore APPROVED AS TO FORM Barbara Leibold, City Attorney City of Lake Elsinore "CITY COUNCIL OF CITY OF LAKE ELSINORE" DATED: Robert E. Magee, Mayor City of Lake Elsinore ATTEST Carol Cowley, Interim City Clerk City of Lake Elsinore APPROVED AS TO FORM Barbara Leibold, City Attorney City of Lake Elsinore Agenda Item No. 10 Page 10 of 12 "THE SAULS COMPANY ", a California DATED: By: Ed Sauls, President APPROVED AS TO FORM "GREENWALD LLC ", a California limited liability company DATED: By: APPROVED AS TO FORM "CITY OF CANYON LAKE ", a California municipal corporation, DATED: Mary Crayton, Mayor City of Canyon Lake ATTEST Sarah Manwaring, Acting Assistant City Clerk City of Canyon Lake APPROVED AS TO FORM Betsy Martyn, City Attorney City of Canyon Lake Agenda Item No. 10 Page 11 of 12 - - 4\1 A & . 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SUFi1K SIZE WHOM *10TH LINE 1 LINE 2 LINE 3 LINE 4 I LINE 5 RAD. -1.1 60x60 1 7/8 8E-1.60 60 8E -1.60 3-3,/4 - W70 DIMENSIONS SIZE A B C 5 D E G N 1 J K L 1 SDFi1K — l.l 60x60 24 5 3 39 42 13-5/16 Yellow Bl • BACKGROUND miTM BORDER i SYMBOL REFLECTIVE BACKGROUND 3/8" DIA HOLES • . • Post holes through channel .�i� a•PR ED / / O it SOVIIION TL. II �.,.L,. i .. r •• RE v l: so •• k v 2' Mit. STOP BAR milli 5' MIN. TYP. __ _ =41/4 v_ -` �t& CROSSWALK i CROSSWALK • y 1 1 SEE NOTE 2 I PEDESTR /AN I PUSH BUTTON ' AIL ALh 111 o� 1111111111111 (r) 'k 3 2'4,m, STOP BAR O ( k Q - II �� SEE NOTE 1 -�� )/ I )/ I I \ c NOTES: 1.) CROSSWALK WIDTHS: 10' (INS /DE TO /NS /DE) CROSSWALK FOR ROAD mom 44' OR LESS. 12' (INS /DE TO INSIDE) CROSSWALK FOR ROAD WIDTH 45' OR MORE. 2.) PEDESTRIAN PUSH BUTTON SHOULD BE LOCATED NOT MORE THAN 5' FROM CROSSWALK. SEPARATE PUSH BUTTON POSTS SHOULD BE USED WHEN THE SIGNAL POLES ARE MORE THAN 5' FROM CROSSWALK. 3.). STOP BAR AND CROSSWALK SHALL BE THERMOPLASTIC, LOCATION TO BE DETERMINED IN FIELD. 4.) THE ENGINEER WILL DETERMINE CROSSWALK LOCATIONS THAT VARY FROM THIS STANDARD. REVISION ENGINEERING DAir 05/05 DATE APPROVED • CITY OF LAKE ELSINORE ��. APPROVED BY PREPARED BY ENGINEERING NO. CROSSWALK LOCATION 41 > CITY ENGINEER DATE