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Home My WebLink AboutContracts & Agreements_173B-2023EA-7.1 (12.8.21) FUNDING AGREEMENT FOR PROFESSSIONAL ENVIRONMENTAL REVIEW SERVICES FOR A PRIVATE PROJECT This funding agreement for professional environmental review services ("Agreement") is made and entered into this 19th day of September 2023 ("Effective Date"), by and between the City of Redlands, a municipal corporation (hereinafter "City") and CarMax Auto Superstores, Inc., a Virginia Corporation (hereinafter "Applicant"). City and Applicant are sometimes individually referred to herein as a "Party" and, together, as the "Parties." RECITALS WHEREAS, Applicant has filed an application with City for a proposal to amend the East Valley Corridor Specific Plan to allow pre -owned automobile sales as a permitted land use (without sales of new automobiles), automobile refurbishing and reconditioning facility with outdoor vehicle storage yard as a permitted use, within the Commercial General (EV/CG) District of the East Valley Corridor Specific Plan and 2) Construct a pre -owned automobile sales and service/reconditioning facility consisting of a 4,958 square foot sales building, a 39,621 square foot service/reconditioning building, a 2,772 square foot quality control building, a 936 square foot non-public carwash building, a private fuel tank/dispenser, and operate an outdoor vehicle storage on approximately nine acres. Related site improvements include customer and employee parking lots, driveways and associated landscape areas, vehicle staging and storage areas. (the "Project") located on the west side of New York Street at West Brockton Avenue on a 18.56-acre project site, approximately 1,000 feet north of West Colton Avenue in the General Commercial (EV/CG) District of the East Valley Corridor Specific Plan (APNs: 0169-011-38-0000 and 0169- 011-39-0000).which requires environmental review pursuant to the California Environmental Quality Act ("CEQA"); and WHEREAS, City, as Lead Agency, has determined that an Initial Study (the "IS") for the Project will be required pursuant to Section 15063 of the State CEQA Guidelines; and WHEREAS, the IS will be prepared by a consultant approved by and under contract to City; and WHEREAS, by executing this Agreement, Applicant expressly agrees to advance payment for all costs and expenses the City incurs in the preparation of the IS related to Applicant's Project and for any associated investigations, environmental studies, and documents permitted or required by CEQA or other federal or state law in connection with the processing of Applicant's Project (collectively, the "Environmental Documents"); NOW, THEREFORE, in consideration of the mutual promises contained herein, the City of Redlands and CarMax Auto Superstores, Inc. agree as follows: 1 I:\cmo\Agreements\CarMax Auto Superstores, Inc. FY22-0257.docx jmV2 Doc ID: b93e368cb767e7f65ac9e84398eff29fba59858a EA-7.1 (12.8.21) AGREEMENT Section 1. Funding Obligation. Within ten (10) days of the date of written request of City, Applicant shall deposit the sum of one hundred one thousand forty-two dollars ($101,042) (the "Deposit") with City to engage a professional consultant who will commence work on the Environmental Documents. The present estimated cost of the Environmental Documents is estimated to be ninety-one thousand eight hundred fifty-six dollars ($91,856), and the contract administration fee is set at nine thousand eighty-six dollars ($9,186). Applicant acknowledges that Applicant is obligated by this Agreement to pay to City the full, actual cost for the preparation of the Environmental Documents, as deemed reasonable or necessary by City, to ensure the legal sufficiency of the Environmental Documents. The Deposit will be applied towards the actual total cost of the Environmental Documents. Applicant shall thereafter make payments to City for the balance of City's costs for preparation of the Environmental Documents within ten (10) days of the date City submits written invoices to Applicant. Section 2. Compliance Required. Applicant acknowledges that City may require Applicant to make additional payments, supply data and information to determine whether Applicant's Project may have a significant effect on the environment, and to assist City and the consultant in preparing the environment documents. Applicant shall promptly comply with all such requests by City. Section 3. Failure to Comply. If, at any time, Applicant unreasonably delays in advancing monies as requested by City, paying any invoice from City when due, or failing to provide City with information or data requested pursuant to Section 2 hereof, such unreasonable delay shall suspend the running of the time periods described in State CEQA Guidelines sections 15107 and 15108 for the period of such unreasonable delay. Alternatively, Applicant acknowledges and agrees that City may, without liability to Applicant, disapprove the Project for Applicant's delay in satisfying City's requirements. Section 4. Notices. Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section: CITY Brian Desatnik, Director Development Service Department 35 Cajon Street, Ste. 20 P.O. Box 3005 (mailing) Redlands, CA 92373 bdesatnik@cityofredlands.org (909) 798-7555 2 I:\cmo\Agreements\CarMax Auto Superstores, Inc. FY22-0257.docx jmV2 APPLICANT Steven Hudak CarMax Auto Superstores, Inc. 128700 Tuckahoe Parkway Richmond, VA 23238 Steve_Hudak@carmax.com (804) 747-0422x4056 Doc ID: b93e368cb767e7f65ac9e84398eff29fba59858a EA-7.1 (12.8.21) Section 5. Attorneys' Fees. In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to costs and any other relief, be entitled to recovery of its reasonable attorneys' fees, including fees for use of in-house counsel by a Party. Section 6. Entire Agreement/Amendment. This Agreement represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, proposals or verbal agreements are superseded by this Agreement. Any amendment to this Agreement shall be in writing, approved by the City Council of City and signed by City and Applicant. Section 7. Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of California. Section 8. Defense and Indemnity. Applicant shall defend, indemnify and hold harmless City, and its elected officials, officers, employees and agents, from and against any and all actions, claims, demands, lawsuits, losses and liability for damages to persons or property, including costs and attorneys' fees, that may be asserted or claimed by any person, firm, entity, corporation, political subdivision or other organization arising out of or in connection with City's processing and approval of Applicant's Project and the Environmental Documents. Section 9. No Third -Party Beneficiary. Applicant expressly acknowledges and agrees that City's contract with the consultant to prepare the Environmental Documents for Applicant's Project is for the benefit of the public and undertaken in compliance with City's obligations under CEQA and is not for the benefit of Applicant. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the Effective Date of this Agreement. CITY OF REDLANDS Charles M. Duggan, Jr., City Manager ATTEST: nne Donaldso n, Donaldson, City Clerk 3 I:\cmo\Agreements\CarMax Auto Superstores, Inc. FY22-0257.docx-jmV3 CARMAX AUTO SUPERSTORES, INC. K. Douglass Moyers Vice -President, Real Estate Doc ID: b93e368cb767e7f65ac9e84398eff29fba59858a Oit Dropbox Sign Audit trail Title CarMax Developer Agreement - City of Redlands File name CarMax Auto Super...nc. FY22-0257.pdf Document ID b93e368cb767e7f65ac9e84398eff29fba59858a Audit trail date format MM / DD / YYYY Status Signed Document History C:J 09 / 28 / 2023 SENT 17:25:43 UTC VIEWED 09 / 28 / 2023 17:28:08 UTC �✓ 09 / 28 / 2023 SIGNED 17:29:37 UTC 09 / 28 / 2023 COMPLETED 17:29:37 UTC Powered by )C Dropbox Sign Sent for signature to K. Douglass Moyers (douglass_moyers@carmax.com) from dsd01@cityofredlands.org IP: 47.181.153.216 Viewed by K. Douglass Moyers (douglass_moyers@carmax.com) IP: 136.226.49.9 Signed by K. Douglass Moyers (douglass_moyers@carmax.com) IP: 136.226.49.9 The document has been completed.