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Resolution authorizing the City Manager to execute a Third Amendment to the Purchase and Sale Agreement with Eden Housing for the former City-owned parcel at 201 Baden Avenue.
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WHEREAS, in November 2021, the City and Eden Housing, Inc executed a Purchase and Sale Agreement (the “PSA”) pursuant to which Eden would purchase approximately 0.3-acre portion of a former City-owned property located at 201 Baden Avenue (the “Eden Parcel”) for a senior affordable housing project (Exhibit A); and
WHEREAS, the PSA specified a purchase price of $1.00 and a close of escrow date of no later than December 31, 2022, to comply with the State Surplus Land Act; and
WHEREAS, the PSA required Eden to execute a purchase agreement with the owner of the adjacent property, 199 Airport Boulevard, on which an existing KFC restaurant is located (the “KFC Parcel”), to build a larger 82-unit project; and
WHEREAS, the KFC Parcel is owned by a private owner and Harman, one of the largest franchisers of KFCs in the United States, owns the KFC franchise restaurant on the KFC Parcel; and
WHEREAS, as the deadline of December 31, 2022, approached to close escrow with Eden on the Eden Parcel it became clear that Harman would not obtain title to the KFC Parcel and therefore would not be able to execute the purchase agreement they had negotiated with Eden; and
WHEREAS, on December 14, 2022, City Council adopted Resolution 221-2022 approving a First Amendment to the PSA allowing Eden one more year (until December 31, 2023) to execute a purchase agreement with Harman (Exhibit B); and
WHEREAS, Eden wished to move forward with a smaller, one-site, 68-unit project, which is consistent with the alternative option contemplated under the First Amendment, and has sought a Second Amendment to the PSA; and
WHEREAS on November 8, 2023, City Council adopted Resolution 172-2023 approving the Second Amendment to the PSA allowing Eden Housing to move forward with the smaller, one site, 68-unit project (Exhibit C), under the condition that the post-closing obligations added to Section 6(f) of the agreement are met; and
WHEREAS Eden Housing has been unable to meet the revised performance post-closing obligations, including, but not limited to, submitting and receiving planning and entitlement permits by the deadlines outlined in the Schedule of Performance of the amended PSA; and
WHEREAS Eden Housing on September 17, 2024, sent a letter to the Director of the Economic and Community Development Department requesting that the City re-convey the property due to a disinterest in further pursuing the senior affordable housing project at 201 Baden Avenue; and
WHEREAS Eden Housing also requested reimbursement for project costs incurred, and the City has negotiated with Eden Housing to reimburse Eden Housing $66,192 in exchange for the transmission to the City all environmental and geotechnical studies conducted for the project as a part of the agreement; and
WHEREAS, prior to acquisition of real property by the City, the Planning Commission as the planning agency for the City is required to find such a re-conveyance is in conformity with the adopted General Plan in accordance with Government Code section 65402; and
WHEREAS on May 1, 2025, in accordance with California Government Code section 65402, the Planning Commission found that the location, purpose, and extent of the proposed re-conveyance of the property at 201 Baden Avenue (APN 012-335-110) from Firehouse Live, LLC (Eden Housing) to the City of South San Francisco is in conformance with the City's adopted General Plan.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco:
1. The foregoing recitals are true and correct and made a part of this Resolution.
2. The City Manager is authorized to execute a Third Amendment to the Purchase and Sale Agreement with Eden Housing for the former City owned parcel at 201 Baden Avenue in substantially the same form as contained in Exhibit D to this resolution, attached hereto and incorporated herein, subject to the approval by the City Attorney.
3. The City Manager is authorized to execute any documents necessary on behalf of the City to carry out the intent of this resolution, subject to approval by the City Attorney.
Exhibits:
A. Purchase and Sale Agreement
B. First Amendment to the Purchase and Sale Agreement
C. Second Amendment to the Purchase and Sale Agreement
D. Third Amendment to the Purchase and Sale Agreement
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