City Council
259 N. Wilma Avenue
Ripon, CA 95366
MEMO
To: Honorable City Council
From: Kevin Werner, City Administrator
Date: 08/13/2024
Subject: Acknowledgement of Development Agreement - Lennar Homes RECOMMENDED ACTION:
Approve and authorize the Mayor to sign the Acknowledgement of Development Agreement for Lennar Homes of California, LLC and JEN HOLDCO 24 LLC for the Meadowood development project located between Fulton Avenue and Goodwin Drive.
BACKGROUND:
The Meadowood development project was initially approved on February 13, 2018 and a Development Agreement was entered into between the City of Ripon and Meadowood, LLC.
The development project is located between Fulton Avenue and Goodwin Drive about halfway between Colony Road and Arc Way. The project is a medium density single family home development project containing eighty-eight (88) homes.
The City Council approved the assignment and assumption of the Meadowood Development Agreement to Lennar Homes of California, LLC (a home builder) on May 14, 2024.
DISCUSSION:
In most cases involving the transfer of developed properties, or properties which are approved for development but not yet built, the City requires all owners and/or developers, along with the proposed buyer, to enter into an Assignment and Assumption Agreement. The purpose of this Agreement is to ensure the new developer is fully apprised of its rights and obligations under the Development Agreement. In this case, staff believes the purpose of notification and acceptance can best be made by the Acknowledgment of Development Agreement (the “Acknowledgment”) which is made and entered into between Lennar Homes of California, LLC, a California liability company (“Lennar”) and JEN HOLDCO 24 LLC, a Delaware limited liability company (“JEN”).
By way of background, the City of Ripon (“City”) and Lennar are parties to a Development Agreement for the development of certain real property (the “Subject Property”). Lennar is currently the successor to the original “Owners” and the “Developer” as each such term is defined in the Development Agreement; Lennar and JEN are parties to certain agreements (the “Land Banking Documents”) whereby JEN will serve as Lennar’s land bank with respect to the Subject Property. A few of the relevant terms of the Acknowledgement agreement are as follows:
Section 9 of the Development Agreement provides that the Development Agreement runs with the land and City requires all landowners within the Project to sign the Development Agreement. This Acknowledgment is intended to meet the requirements of the Development Agreement set forth in Section 9, and is executed with the consent of the City. City’s approval of this Acknowledgment shall also constitute approval of any future transfer of the Subject Property by and between Lennar, JEN and/or an Affiliate of Lennar or JEN, and any such future transfers shall not require any further notice to or approval of the City.
For purposes of this Acknowledgment, an “Affiliate” of a party shall mean an entity in which such party, directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, such party.
Attachments:
1. Acknowledgement of DA - Meadowood Lennar to JEN HOLDCO