City Council

8.\nEXTENSION AND AMENDMENT OF EXCLUSIVE NEGOTIATING\nAGREEMENT WITH CD-CW (TUSTIN) LLC FOR A PORTION OF LAND\nAT TUSTIN LEGACY Request for approval of an extension of the\nExclusive Negotiating Agreement with CD-CW (Tustin) LLC to continue\nthe negotiating period for the disposition and development of a portion of\nDisposition Area 8B at Tustin Legacy for up to an additional 180 days.\nRecommendation: It is recommended that the City Council take the\nfollowing actions: 1. Approve an extension of the Exclusive Negotiating\nAgreement for an additional period of 120 days with a secondary 60-day\nextension subject to the approval of the City Manager in their sole\ndiscretion in accordance with Section 4.2 of the Exclusive Negotiating\nAgreement, as amended. 2. Authorize the City Manager to execute an\namendment to the Exclusive Negotiating Agreement reflecting the two\nextensions as requested by CD-CW (Tustin) LLC, establish a milestone\nschedule of performance for CD-CW (Tustin) LLC to adhere to, clarify\nExclusive Negotiating Agreement extension deposit amounts and that\nthey may be applied to the purchase price deposit but shall remain non-\nrefundable, and make any non-substantive additions or modifications as\nmay be deemed necessary and/or recommended by the City's special real\nestate counsel or the City Attorney prior to the end of the Exclusive\nNegotiating Agreement Negotiating Period. Fiscal Impact: The Exclusive\nNegotiating Agreement will be amended to require a $150,000 extension\ndeposit for the first 120-day extension and a $100,000 extension deposit\nfor the second 60-day extension. Pursuant to the Exclusive Negotiating\nAgreement, the City retains these deposits if the Disposition and\nDevelopment Agreement is not executed, or if the Disposition and\nDevelopment Agreement is executed but close of escrow does not occur.\nIf the Disposition and Development Agreement is executed and close of\nescrow occurs, the extension deposits (without interest accrued) are\napplicable to the purchase price and the purchase price deposit. CD-CW\n(Tustin) LLC also has a deposit account with the City that will continue to\nfund the City transaction expenses incurred by staff and third-party\nconsultants including the retention of legal counsel associated with the\nnegotiation and drafting of the transaction documents.\nAGENDA REPORT