City Council

5. REINSTATEMENT AND AMENDMENT OF EXCLUSIVE NEGOTIATING AGREEMENT WITH CD-CW (TUSTIN) LLC FOR A PORTION OF LAND AT TUSTIN LEGACY Request for approval to reinstate, amend and extend the Exclusive Negotiating Agreement with CD-CW (Tustin) LLC to continue the negotiating period for the disposition and development of a portion of Disposition Area 8B at Tustin Legacy in order to facilitate a close of escrow of the property by the end of this year. The extension would provide an initial 60-day period for CD-CW (Tustin) LLC to secure an equity partner for the project with an executed Letter of Intent. Further extensions of the Exclusive Negotiating Agreement through October 2026 would be permitted, as needed, for CD-CW (Tustin) LLC to achieve milestones consisting of entitlement approvals, completion of DDA negotiations and execution, and completion of construction plans for permit review submittal. Recommendation: Recommended that the City Council take the following action: 1. Authorize the City Manager to execute a reinstatement and amendment to the Exclusive Negotiating Agreement reflecting the extensions as requested by CD-CW (Tustin) LLC, establish a milestone schedule of performance for CD-CW (Tustin) LLC to adhere to, and make any 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. Fiscal Impact: The Exclusive Negotiating Agreement will be amended to require a $300,000 extension deposit for the first 60- day extension and a $100,000 monthly extension deposit for the remainder of the ENA Negotiating Period. The extension deposits are non-refundable, however, if the Disposition and Development Agreement is executed and close of escrow occurs, the extension deposits (without interest accrued) are applicable to the purchase price and the purchase price deposit. CD-CW (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.