CONTRACT 5488 Reimbursement Agreement CLOSED Agreement No. 5488
REIMBURSEMENT AGREEMENT
This Reimbursement Agreement ("Agreement") is entered into as of March 8, 2018, by
and between the City of El Segundo, a general law city and municipal corporation ("City"),
and Queen Esther Square, a California Limited Partnership ("Applicant"). The parties
agree as follows:
1. Recitals- This Agreement is made with reference to the following facts and
circumstances:
a. The Applicant filed an application for a Lot Line Adjustment to reconfigure
property lines at an existing commercial development located at 600 N.
Sepulveda Boulevard (APN 4138-006-008) (the"Project").
b. The Project requires review of title reports, legal descriptions, maps and
other such information associated with processing the Lot Line Adjustment
application. Review of said information will be conducted by the City
Attorney's Office and the City's consulting Surveyor. Thus, the Project
requires the retention and of costs of attorneys' fees; the retention and
costs of professional consultants; and the costs of implementing the
conditions of approval (collectively, "Project Costs").
C. City believes it is in the public interest for Applicant to pay such Project
Costs. Applicant understands that all work performed by the City related
to the Project will be under the direction of City, but at Applicant's expense.
2. City Reimbursement. Applicant agrees to fully reimburse the City for the Project
Costs. City has estimated the Project Costs as being $10,000.00. However, the
Applicant acknowledges that the actual amount of such Project Costs may be
different. Nonetheless, even though the actual amount of such Project Costs may
be different, the Applicant agrees to reimburse the City for the full amount of the
actual costs of such Project Costs in the manner provided in this Agreement. City
will provide Applicant with an accounting of the Project Costs on a monthly basis,
which accounting the Applicant agrees will be conclusive, in the absence of
manifest error. The total cost of the Project Costs, as disclosed by the accounting,
is called the"Reimbursement Amount."
3. Method of Reimbursement.
a. Initial Deoosit. Except as provided below, upon execution of this
Agreement, Applicant agrees to deposit with City $10,000.00 ("Deposit
Amount") which represents 100 percent of the total estimated
Reimbursement Amount. Costs associated with the Project will be charged
against the deposit amount.
b. The Deposit Amount will be placed in a non-interest bearing trust account
established by the City Manager. Applicant understands and agrees that
City will not pay interest to Applicant on the Deposit Amount and Applicant
will not seek such interest payments from City.
Agreement NO. 5488
C. -Replenishment Deposit,Whenever the Deposit Amount balance falls below
$2.000, the City may request the Applicant to replenish the amount
("Replenishment Deposit"), Applicant agrees todeliver a Replenishment
Deposit to City within 1Obusiness days following the City's request.
d. Should the actual Reimbursement Amount exceed the Deposit Amount,
Applicant agrees to promptly pay City any difference. Should the
Reimbursement Amount beless than the Deposit Amount, City will refund
Applicant any remaining Deposit Arnount to Applicant within 30 days after
determining the Reimbursement Amount.
4. !��LitvAdnmimistrat|Ve Cos��. Administrative costs incurred by City, including, without
limitation, staff time, legal costs, fees and services, must be reimbursed on a time
and materials basis based on current City na\rnbumoernent rates. Such costs will
bededucted bvCity from the Deposit Amount onamonthly basis.
5. Apolicant/Developer Default. Should Applicant/Developer fail to perform any of its
obligations under this Agreement, then City may, at its option, pursue any one or
more orall mfthe remedies available toitundmrthioAgreemont. at/aworinequity.
Without UDlidn0 any other remedy which may be available to it. if
/\ppUcant/C)eve|operhyi|a to pay either the Deposit Amount or a Replenishment
Deposit, or fails to fully reimburse the City for the Project Coote. City may cease
performing its obligations under this Agreement and may bring an action to recover
all costs and expenses incurred by the City in completing the studies,together with
interest thereon from the date incurred atthe rate of1U96per annum.
8. Term. This Agreement will terminate either/i\ 12months from the date Applicant's
application has been approved by the City, building permit issuance or building
per ` '
rn� �na|'. or (ii) vvhenthePr '
v]ecthas been disapproved orthe application has
been formally withdrawn. Disapproval of the Project or the Applicant withdrawal
of the application does not excuse Applicant from reimbursing the City for the
Project Costs incurred up to such dote of disapproval or withdrawal pursuant to
this Agreement.
7. Compliance with Law. Applicant will, atits sole cost and expense, comply with all
of the requirements of all federal, state, and local authorities now in force, or which
may hereafter be in force` pertaining to this Agreement.
8. Waiver of Breach. Any express or implied waiver of breach of any term of this
Agreement will not constitute mwaiver ofany further breach ofthe same orother
term ofthis Agreement.
S. ynso|veOcv: Receiver, Either the appointment of a receiver to take possession of
all or substantially all of the assets of Applicant, or o general assignment by
Applicant for the benefit of oreditore, or any action taken or offered by Applicant
under any insolvency or bankruptcy action, will constitute a breach of this
Aonaanmentby8ppUoon1' and insuch event this AoreennentvviUautornmtiumUycease
and terminate ifApplicant o[ its successor orassign cease orfails totimely pay
any amount due and payable by Applicant (or its successor or assign) under this
Agreement.
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Agreement NO. 5488
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Notices, Except as otherwise expressly provided by |8VV. all notices Or other
communications required or permitted bxthis Agreement or by law to be served
on or given to either party to this Agreement by the other party will be in writing
and will be deemed served when personally delivered to the party towhom they
are d|nacted, or in lieu of the personal oervice, upon deposit in the United States
K8a\\, certified or registered mei|, return receipt naqueoted, postage prepaid,
addressed to:
Applicant/
Developer at: Queen Esther Square
c/o Deuron Properties Corp.
ottn.: David Nagmzand Tom Schiff
O222Wilshire Boulevard, Suite 400
Los Angeles, C/\9OO48
(323) 550-80O0
City at: City of El Segundo
Attn: Gregg K8oC|min, Planning Manager
350 Main Street
BGegundo. CA 90245
310-524'2393
Either party may change its address for the purpose of this Section by giving written
notice ofthe change tothe other party.
11' &oceptance of Electronic SionaLUnas. The Parties agree that agreements ancillary
to this Agreement and related documents to be entered into in connection with this
Agreement will be considered signed when the signature of a party is delivered by
electronic mail in "portable document format" (i.m., pdf) fornn, or by facsimile
transmission. Such signature will be deemed to be and treated in all respects as
anoriginal signature.
12. GoVernin This Agreement |Gmade iDand will bgconstrued inaccordance
with the laws ofthe State ofCalifornia, and exclusive venue for any action involving
this Agreement will bminLos Angeles County.
13. Partial Invalidity. Should any provision of this Agreement be held by a court of
competent jurisdiction to be either invalid or unenforceab|e, the remaining
provisions of this Agreement will remain in efhyot, unimpaired by the holding.
14. inteq,ation. This instrument and its attachments constitute the sole agreement
between City and Applicant respecting the matters above and correctly sets forth
the obligations ofCity and Applicant.
15. Construction.The language of each part of this Agreement will be construed simply
and according to its fair meaning, and this Agreement will never be construed
either for oragainst either party.
16. AWth0[itv/KAod|ficatimn. The Parties represent and warrant that all necessary action
has been taken by the Parties to authorize the undersigned to execute this
Agreement and to engage in the actions described herein. This Agreement may be
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Agreement No. 5488
modified by written amendment.The City's manager, or designee, may execute any
Such amendment on behalf of City,
17. Counteroarts, This Agreement may be executed in any number of counterparts,
each of which will be an original, but ail of which together will constitute one
instrument executed on the same date.
[Signatures on following page]
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Agreement No. 5488
IN WITNESS WHEREOF the parties hereto have executed this Agreement the day
and year first hereinabove written.
CITY OF EL SEGUNDO, Queen Esther Square
a murk pal corporation. A Califarnia IJmlted Partnership
Q r V
4Gra4rpeer,City goer Name,Title
ATTEST:
Tr"acy W aver$City Clerk
APPROVED AS TO FORM:
Mir , ensPey, City rney
{If Corporation or similar entity,needs two officer signatures or evidence that one signature
binds the company}
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