City Council

5.\nREINSTATEMENT AND AMENDMENT OF EXCLUSIVE NEGOTIATING\nAGREEMENT WITH CD-CW (TUSTIN) LLC FOR A PORTION OF LAND\nAT TUSTIN LEGACY Request for approval to reinstate, amend and\nextend the Exclusive Negotiating Agreement with CD-CW (Tustin) LLC to\ncontinue the negotiating period for the disposition and development of a\nportion of Disposition Area 8B at Tustin Legacy in order to facilitate a\nclose of escrow of the property by the end of this year.  The extension\nwould provide an initial 60-day period for CD-CW (Tustin) LLC to secure\nan equity partner for the project with an executed Letter of Intent.  Further\nextensions of the Exclusive Negotiating Agreement through October 2026\nwould be permitted, as needed, for CD-CW (Tustin) LLC to achieve\nmilestones consisting of entitlement approvals, completion of DDA\nnegotiations and execution, and completion of construction plans for\npermit review submittal.\nRecommendation: Recommended that the City Council take the following\naction: 1. Authorize the City Manager to execute a reinstatement and\namendment to the Exclusive Negotiating Agreement reflecting the\nextensions as requested by CD-CW (Tustin) LLC, establish a milestone\nschedule of performance for CD-CW (Tustin) LLC to adhere to, and make\nany non-substantive additions or modifications as may be deemed\nnecessary and/or recommended by the City's special real estate counsel\nor the City Attorney. Fiscal Impact: The Exclusive Negotiating Agreement\nwill be amended to require a $300,000 extension deposit for the first 60-\nday extension and a $100,000 monthly extension deposit for the\nremainder of the ENA Negotiating Period. The extension deposits are\nnon-refundable, however, if the Disposition and Development Agreement\nis executed and close of escrow occurs, the extension deposits (without\ninterest accrued) are applicable to the purchase price and the purchase\nprice deposit. CD-CW (Tustin) LLC also has a deposit account with the\nCity that will continue to fund the City transaction expenses incurred by\nstaff and third-party consultants including the retention of legal counsel\nassociated with the negotiation and drafting of the transaction documents.