City Council

9. EXTENSION AND AMENDMENT OF EXCLUSIVE NEGOTIATING AGREEMENT WITH CD-MS (TUSTIN) LLC FOR A PORTION OF TUSTIN LEGACY DISPOSITION AREA 8B Request for approval of an extension of the Exclusive Negotiating Agreement with CD-MS (Tustin) LLC to continue the negotiating period for the disposition and development of a portion of Disposition Area 8B at Tustin Legacy for an additional 270 days. Recommendation: It is recommended that the City Council take the following actions: 1. Approve an extension of the Exclusive Negotiating Agreement for an additional period of 270 days in accordance with Section 4.2 of the Exclusive Negotiating Agreement, as amended. 2. Authorize the City Manager to execute an amendment to the Exclusive Negotiating Agreement reflecting the 270-day extension request submitted by CD-MS (Tustin) LLC subject to non-substantive additions or modifications as may be deemed necessary and/or recommended by the City's special real estate counsel or the City Attorney prior to the end of the Exclusive Negotiating Agreement Negotiating Period. Fiscal Impact: Pursuant to the terms of the Exclusive Negotiating Agreement, all Exclusive Negotiating Agreement extensions requiring City Council approval require a $100,000 non-refundable deposit. Pursuant to the Exclusive Negotiating Agreement, the City retains this deposit if the Disposition and Development Agreement is not executed, or if the Disposition and Development Agreement is executed but close of escrow does not occur. If the Disposition and Development Agreement is executed and close of escrow occurs, the deposit (without interest accrued) is applicable to the purchase price. Prior Exclusive Negotiating Agreement extension deposits have been waived; however, CD-MS (Tustin) LLC has committed to providing the required extension deposit for this Exclusive Negotiating Agreement extension request. CD-MS (Tustin) LLC also has a deposit account with the City that will continue to fund the City transaction expenses incurred by staff and third-party consultants including the retention of legal counsel associated with the negotiation and drafting of the Transaction Documents.