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HomeMy WebLinkAboutRES NO SA001-135 At � RESOLUTION NO. 0 0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAKERSFIELD AS THE GOVERNING BODY OF THE SUCCESSOR AGENCY TO THE BAKERSFIELD REDEVELOPMENT AGENCY, APPROVING THE AMENDED AND RESTATED REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF BAKERSFIELD AND THE SUCCESSOR AGENCY TO THE BAKERSFIELD REDEVELOPMENT AGENCY. WHEREAS, the former Bakersfield Redevelopment Agency ( "Former RDA ") and the City of Bakersfield ( "City ") entered into a 2009 Reimbursement Agreement and 2010 Loan Reimbursement Agreement (collectively, the "Reimbursement Agreements "); and WHEREAS, at the time of execution of the Reimbursement Agreements, Health and Safety Code Section 33220, authorized the City to enter into an agreement with the Former RDA for the purpose of aiding and cooperating in the planning, undertaking, construction, or operation of redevelopment projects located within the City, upon the terms and with or without consideration as determined by the City; and WHEREAS, AB xl 26 and AB 1484 (the "Dissolution Laws ") dissolved all redevelopment agencies in the State of California as of February 1, 2012; and WHEREAS, the City and the Successor Agency to the Bakersfield Redevelopment Agency now desire to enter into a restatement of the Reimbursement Agreements to consolidate the Reimbursement Agreements and restate their terms, which restatement is specifically authorized by Health and Safety Code Section 34191.4(b) (the "Amended and Restated Reimbursement Agreement "). A true and correct copy of the Amended and Restated Reimbursement Agreement is attached hereto. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bakersfield, as the Governing Body of the Successor Agency to the Bakersfield Redevelopment Agency as follows: SECTION 1. The City Council, as the governing body of the Successor Agency to the Bakersfield Redevelopment Agency, hereby approves the attached Amended and Restated Reimbursement Agreement. SECTION 2. The City Council, as the governing body of the Successor Agency to the Bakersfield Redevelopment Agency, hereby authorizes the Mayor to execute on behalf of the City as the Successor Agency the Amended and Restated Reimbursement Agreement. SECTION 3. The City Council, as the governing body of the SuccessO�PQ&q� Agency to the Bakersfield Redevelopment Agency, hereby authorizes aril directs staff, acting on behalf of the Successor Agency, to take all acti4s necessary and appropriate for the approval of the Amended and Restat(%WGINAL Agreement under the process authorized by Health and Safety Code Section 34191.4(b). SECTION 4. The Mayor, or presiding officer, is hereby authorized to affix his signature to this Resolution signifying its adoption by the City Council of the City of Bakersfield, as the governing body of the Successor Agency to the Bakersfield Redevelopment Agency, and the City Clerk, or her duly appointed deputy, shall attest thereto. PASSED AND ADOPTED by the City Council of the City of Bakersfield, as the Governing Body of the Successor Agency to the Bakersfield Redevelopment Agency, on this 14th day of August, 2013. ---- - - - - -- 000---- - - - - -- I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the Council of the City of Bakersfield at a regular meeting thereof held on August 14, 2013, by the following vote: .r V f ✓ ✓ AYE COUNCILMEMBER RIVERA, MAXWELL, WEIR, SMITH, HANSON, SULLIVAN, JOHNSON ES: COUNCILMEMBER AB IN: COUNCILMEMBER ABSEN COUNCILMEMBER kvxNl,011 AP By mayor APPROVED AS TO FORM: ROBERTA GAFFORD, CM CITY CLERK and Ex Officio Clerk of the the City of Bakersfield VIRGINIA GENNARO City At orney By &Z2Gl.—' JOSHUA H. RUDNICK Deputy City Attorney Attachment: Amended and Restated Reimbursement Agreement JHR /vl �AKF9 S:\ COUNCIL\ Resos\ 13- 14\ SuccAgency- ApproveReimbAgr.Reso.docx �Q �� ORIGINAL S A 3- 0 0 �- AGREEMENT NO. - AMENDED AND RESTATED REIMBURSEMENT AGREEMENT X- RPf.�,>,�k.0" ) THIS AMENDED AND RESTATED AGREEMENT (this "Agreement ") is entered into as of AUG 14 2013 , by and between the CITY OF BAKERSFIELD ( "CITY" herein) and the SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF BAKERSFIELD ( "AGENCY" herein). R E C I T A L S WHEREAS, pursuant to the provisions of the California Redevelopment Law (Health & Safety Code Section 33000 et seq.), the City Council of the City of Bakersfield activiated the former Redevelopment Agency of the City of Bakersfield ( "Former RDA" herein) and adopted the Redevelopment Plan ( "Redevelopment Plan" herein) for the Downtown Bakersfield Redevelopment project area, Southeast Bakersfield Redevelopment project area, and the Old Town Kern - Pioneer Redevelopment project area ( "Project areas" herein); and WHEREAS, pursuant to the Community Redevelopment Law prior to Ferbruary 1, 2012, the Former RDA was performing a public function and had access to services and facilities of the CITY; and WHEREAS, during the Former RDA's existence, the Former RDA and the CITY entered into a 2009 Reimbursement Agreeement and a 2010 Loan Reimbursement Agreement attached hereto and incorporated by reference as Exhibit A (collectively, the "Reimbursement Agreements "); and WHEREAS, as part of the 2011 -2012 State budget bill, the California Legislature enacted, and the Governor signed, companion bills AB X1 26 (AB 26) and AB Xl 27 (AB 27), requiring that each redevelopment agency be dissolved unless the community that created it enacts an ordinance committing it to making certain payments. On December 29, 2011, the California Supreme Court issued its opinion in the case of California Redevelopment Association, et al. v. Ana Matosantos, etc., et al., Case No. S196861, and upheld the validity of AB 26 and invalidated AB 27. The Court's decision resulted in the implementation of AB26, which dissolved all redevelopment agencies in the State of California as of February 1, 2012; and WHEREAS, by operation of law under AB 26, the Successor Agency serves as the entity to which all powers and duties of the Former RDA inured, with the Successor Agency being charged primarily with the function of winding down the redevelopment activities of the Former RDA under AB 26; and S: \CommDevDpt \SuccessorAgency\ Agreements\ SuccessorAgency- Reimbursement.Agr.doc July 31, 2013 Page 1 I > m F- r V O ORIGINAL WHEREAS, the redevelopment dissolution laws purport to invalidate contracts executed between cities and their former redevelopment agencies, except where such interagency agreements were entered within two years of the former redevelopment agencies' formation. (Health & Safety Code §34171(d) (2).) Under this precept, the Reimbursement Agreements between the Former RDA and the City were deemed by the State Department of Finance ( "DOF ") to be invalid; and WHEREAS, even though DOF considers the Reimbursement Agreements to be currently invalid, Health & Safety Code §34191.4 provides that a successor agency that secures a "finding of completion" from the DOF pursuant to Section 34179.7 may thereafter reinstate "loan agreements entered into between the redevelopment agency and the city, county, or city and county that created by the redevelopment aency. . ." Such reinstated interagency agreements "shall be deemed to be enforceable obligations provided that the oversight board makes a finding that the loan was for legitimate redevelopment purposes." (Health & Safety Code §34191.4(b) (1); and WHEREAS, the Reimbursement Agreements were for legitimate redevelopment purposes. Pursuant to Health and Safety Code §33220, any public body was authorized to enter into an agreement with a redevelopment Agency for the purpose of aiding and cooperating in the planning, undertaking, construction, or operation of redevelopment projects located within the jurisdiction in which such pubic body is authorized to act, upon the terms and with or without consideration as such public body determined. Pursuant to Health & Safety Code §33220 and municipal police powers, cities had the authority to aid and cooperate with redevelopment agencies in the planning, undertaking, construction or operation of redevelopment projects within the area in which city and AGENCY were authorized to act. Pursuant to Health & Safety Code §33126(b), redevelopment agencies were allowed to enter into a contract with any other public agency pursuant to which such public agency furnishes necessary staff services associated with or required by redevelopment. These are the precise purposes for which the Reimbursement Agreements between the City and the Former RDA were developed and implemented; and WHEREAS, on March 25, 2013, the AGENCY received a "finding of completion" from the DOF. On September 6, 2013, the AGENCY will have applied to the Oversight Board to the Successor Agency of the Dissolved Bakersfield Redevelopment Agency to have the Reimbursement Agreements established as enforceable obligations. The parties' Reimbursement Agreements were for legitimate redevelopment pursposes and therefore qualify as enforceable obligations under Health & Safety Code §34191.4. Based on the foregoing, this Agreement shall not be effective if the Oversight Board does not approve it. S: \CommDevDpt \S uccessorAgency\ Agreements \S uccessorAgency- Reimbursement. Agr.doc gPKF July 31, 2013 p 91'11 Page 2 m v ° ORIGINAL WHEREAS, the CITY and the AGENCY desire to enter into this Agreement to restate the terms of the Reimbursement Agreements for the following reasons: (1) To consolidate and restate loan terms to include the limitations on interest, requirements of a set repayment schedule and other requirements applicable to interagency loans under Health & Safety Code §34191.4; (2) To set forth activities, services, and facilities which the City will render for, and make available to, the AGENCY in furtherance of the enforceable obligations of the AGENCY under AB 26/AB1484 and the Community Redevelopment Law; (3) To provide for the AGENCY to reimburse the CITY for actions undertaken and costs and expenses incurred by CITY in the course of performing enforceable obligations for and on behalf of the AGENCY; and (4) To provide for the CITY's assistance in delivering certain public improvements and affordable housing projects in the implementation of the AGENCY's enforceable obligations. NOW, THEREFORE, based on the foregoing recitals, the Parties agree as follows: 1. PROVISION OF STAFF & SERVICES. The City agrees to provide the AGENCY such staff assistance, supplies, technical services, and other services and facilities of the CITY as the AGENCY may require in carrying out its functions and duties to perform enforceable obligations. Such assistance and services may include the services of officers and employees and special consultants. 2. PURPOSE OF REIMBURSEMENT AGREEMENT LOANS . The CITY has advanced necessary funds to the AGENCY or expended funds on behalf of the AGENCY for implementation of the AGENCY's enforceable obilgations, including, but not limted to, the costs of surveys, planning, studies, and environmental assessments for implementation of enforceable obligations established under the Redevelopment Plan, the costs of acquisition of property within the Project areas, demolition and clearance of properties acquired, building and site preparation, public improvements, construction and development assistance for affordable housing, and relocation assistance to displaced residential and nonresidential occupants, if any, as required by law. 3. ACCOUNTING OF COSTS. The CITY has kept records of activities and services undertaken pursuant to the Reimbursement Agreements and this Agreement and the costs thereof so an accurate record of the AGENCY's S: \CommDevDpt \SuccessorAgency\ Agreements\ SuccessorAgency- Reimbursement.Agr.doc Q$AKE,�, July 31, 2013 Page 3 0 v ORIGINAL liability to the CITY can be ascertained. The CITY shall periodically, but not less than annually, submit to the AGENCY a statement of the costs incurred by the CITY in rendering activities and services of the CITY to the AGENCY pursuant to this Agreement. Such statement of costs may include a proration of the CITY's administrative and salary expense atrributable to services of CITY officials, employees and departments rendered for the AGENCY. 4. TOTAL PRINCIPAL AMOUNT OUTSTANDING. As of June 30, 2013, the total outstanding principal amounts owing to the CITY under the Agreements equal Two Million, Eight Hundred Fifty Nine Thousand, One Hundred Fifty Eight Dollars ($2,859,158). 5. LAIF INTERST ACCRUAL APPLIED FROM DATES OF LOAN ORIGINATION. The AGENCY has calculated the accumulated interest on the outstanding principal amount of the loans under the Reimbursement Agreements from their origination at the interest rate earned by funds deposited into the Local AGENCY Investment Fund ( "LAIF "). As of June 30, 2013, that amount of unpaid interest accrual from the date of loan origination is $11,361.00. 6. TOTAL LOAN AMOUNT OUTSTANDING. The outstanding principal amount plus the unpaid interest accrual identified in Section 5 comes to a total of Two Million, Eight Hundred Seventy Thousand, Five Hundred Nineteen Dollars ($2,870,519) (the "Total Loan Amount "). 7. REPAYMENT AMOUNTS & SCHEDULE. Repayments on the Total Loan Amount shall be made every six (6) months, bearing the LAIF interest rate then in effect, compounding every six (6) months, and shall not be made prior to the 2014 -15 fiscal year. Repayments of Reimbursement Agreement loans (the Total Loan Amount plus interest accrued over each payment period) shall be calculated pursuant to the following restrictions: a. Interest on the Total Loan Amount shall accrue during an approximate term of 6 years (represented in the below schedule) at an interest rate not to exceed the interest rate earned by funds deposited into the LAIF. b. Beginning in the 2013 -14 fiscal year, the maximum repayment amount authorized each fiscal year for repayments of the Total Loan Amount with interest (as such interest is set forth in Section 7.a) shall not exceed half (50 %) of the increase in the "residual amount" paid to local agencies and school entities for that present Fiscal Year compared to said residual amount distributed in fiscal year 2012 -13, all as further described in Health & Safety Code §34191.4(b) (2) (A). For purposes of ePK�'9s S: \CommDevDpt \successorAgency\ Agreements\ SuccessorAgency- Reimbursement.Agr.doc 04--� July 31, 2013 Page 4 v o ORIGINAL this Agreement, the term "residual amount" means the monies payable to local agencies and school entities in accordance with Health & Safety §34183(a) (4). c. The AGENCY warrants and acknowledges that it does not have any repayments of loans or deferrals owed to the Low and Moderate Income Housing Fund pursuant to Health and Safety Code §34171 (d)(I)(G). 8. REPAYMENT SCHEDULE, Based on the parameters set for in Section 7, the AGENCY agees to repay the Total Loan to the CITY, with accrued interest, in accordance with the set schedule attached hereto as Exhibit B and incorporated by reference herein. 9. RESTRICTIONS ON CITY'S USE OF REPAID MONIES: SENIOR OBLIGATIONS. Repayments received by the CITY pursuant to this Agreement shall first be used to retire any outstanding amounts borrowed and owed to the Low and Moderate Income Housing Fund of the former RDA for purposes of the Supplemental Educational Revenue Augmentation Fund and shall be distributed to the Low and Moderate Income Housing Assert Fund established by subdivision (d) of Section 34176 of the Health & Safety Code. Twenty percent (20 %) of any loan repayment shall be deducted from the loan repayment amount and shall be transferred to the Low and Moderate Income Housing Asset Fund, after all outstanding loans from the Low and Moderate Income Housing Fund for purposes of the Supplemental Educational Revenue Augmentation fund have been paid. 10. GENERAL /MISCELLANEOUS. The parties agree no other instrument, including, but not limited to, any promissory note, is required to confirm, memorialize or effectuate the indebtedness memorialized by this Agreement. IN WITNESS WHEREOF, this Agreement has been executed and delivered by the Parties as of the date first written above. "CITY" CITY OF BAKERSFIELD HARVEY L. HALL Mayor "AGENCY" SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE ITY OF BAKERSFIELD /* HARVEY L. HALL Mayor [ADDITIONAL SIGNATURES FOLLOW ON NEXT PAGE] S: \CommDevDpt \successorAgency\ Agreements \S uccessorAgency- Reimbursement.Agr.doc ��{�KF9� July 31, 2013 .go rn Page 5 ORIGINAL APPROVED AS TO CONTENT: COMMUNITY DEVELOPMENT SERVICES COMMUNITY DEVELOPMENT SERVICES By: By :_ DOUG MCISAAC DO MCISAAC Co unity Development Director Commu ty Development Director APPROVED AS TO FORM: VIRGINIA GENNARO CITY Attorney By. JOSHUA H. RUDNICK Deputy CITY Attorney COUNTERSIGNED: By: NELSON SMITH Finance Director JHR /vl Attachment - Exhibit A VIRGINIA GENNARO City Attorney By -2-1 OSHUA H. RUDNICK Deputy CITY Attorney By: _Z4 — NELSON SMITH Finance Director S: \CommDevDpt \SuccessorAgency\ Agreements\ SuccessorAgency- Relmbursement.Agr.doc July 31, 2013 Page 6 o gPKF,9�� m ~ o V ORIGINAL AGREEMENT NO. 09-128 Agr"ment Na Approved rl2 0 REIMBURSEMENT AGREEMENT THIS AGREEMENT entered into on SEP 2 3 2= by and between the CITY OF BAKERSFIELD, a municipal corporation and charter city ( "CITY" herein) and THE BAKERSFIELD REDEVELOPMENT AGENCY, a public body corporate and politic, organized and existing under the laws of the State of California ( "AGENCY" herein). RECITALS WHEREAS, AGENCY adopted the Old Town Kem- Pioneer Redevelopment Project Area and the Southeast Bakersfield Redevelopment Project Area in 1999; and WHEREAS, the redevelopment plans ( "the plans ") for the Old Town Kem - Pioneer Project Area and Southeast Bakersfield Redevelopment Project Area were adopted in 1999; and WHEREAS, under the plans, the Agency is authorized to establish debt, to increase and improve the City's supply of housing or persons and families of low- or moderate - income, construct public improvements and acquire real property under the ownership and control of the AGENCY; and WHEREAS, the AGENCY is actively pursuing redevelopment projects that create affordable housing, eliminate slum and blight and create new commercial and retail opportunities In the Old Town Kem- Pioneer Redevelopment Project Area and the Southeast Bakersfield Redevelopment Project Area; and WHEREAS, on August 25, 2008 the AGENCY approved an Owner Participation Agreement with 1 V Street Senior Housing, LLC for the development of 67 low and moderate income senior rental units in the amount of $3,650,000; and WHEREAS, the AGENCY has allocated its available cash reserves of $1.6 million in the Old Town -Kem Pioneer Affordable Housing Fund towards its financial participation in the project; and WHEREAS, the AGENCY has a project shortfall of approximately $2 million dollars; and WHEREAS, on March 31, 2009 the AGENCY approved a Disposition and Development Agreement with Miilcreek Courtyard LLC. for the development of 57 affordable mufti - family units in the amount of $2,700,000; and o�0AKF9� Agreement for Repayment of � m Loon for 8E Project Ana SAApnaen11 = RDA AgreemenACity eqlup ins loan I 9 and m0lcreak.doc n ORIGINAL rn m 9I28 Created an /M 10:43 AM EXHIBIT r! ORIGIN" WHEREAS, the AGENCY has allocated its available cast reserves of $1.2 million in the Southeast Bakersfield Affordable Housing and towards its financial participation in the project; and WHEREAS, the AGENCY has a project short fall of approximately $1.5 million dollars; and WHEREAS, the AGENCY is requesting authorization for a loan in the amount of $2 million at Five Percent (5%) annualized interest 7 year term from the City's Equipment Fund to the Redevelopment Agency to provide construction assistance for the 181' Street Senior Housing project; and WHEREAS, the AGENCY is requesting authorization for a short term loan in the amount of $1.5 million at Five Percent (5 %) annualized interest 7 year term from the City's Self Insurance Fund to the Redevelopment Agency to provide construction assistance for the Millcreek Courtyard project; and NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and AGENCY mutually agree as follows: 1. LOAN. CITY agrees to loan AGENCY Two Million Dollars ($2,000,000.00) from the City's Equipment fund and One Million Five Hundred Thousand Dollars ($1,500,000.00) from the City's Self Insurance Fund. 2. AGENCY's OBLIGATIONS. AGENCY hereby agrees to reimburse CITY In an amount not to exceed Three Million Five Hundred Thousand Dollars ($3,500,000.00) in seven years from the future Old Town Kem- Pioneer and Southeast Bakersfield Project Area low -mod housing funds. Payments shall be made in semi- annual installments. 3. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Agreement. 4. MERGER AND MODIFICATION. This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement may be modified only in a writing approved by the AGENCY and signed by all the parties. 5. BINDING EFFECT. The rights and obligations of this Agreement shall inure to the benefit of, and be binding upon, the parties to this Agreement and their heirs, administrators, executors, personal representatives, successors and assigns. 6. GOVERNING 60 The laws of the State of validity of this Agreement, its Interpretation and performance any way from this Agreement shall be brought in Kern County, Agreement for Repayment of Loan for BE Project Area .. '2 .. Smgreement%M RDA Agnament0ty eglup Ins loan 10th and milloreek.doc Created on &2612WO 10:43 AM California will govem the Any litigation arising in California. ok�AKF9�, -� p��0, KF9 cJ Ov C ORIGINAL ORIGINAL 7. ICE. Time is of the essence of this Agreement. 8. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this Agreement and those in exhibits attached hereto, the terms, conditions or specifications set forth in this Agreement shall prevail. All exhibits to which reference is made in this Agreement are deemed incorporated in this Agreement, whether or not actually attached. 9. CORPORATE AUTHORITY. Each individual executing this Agreement represents and warrants they are duly authorized to execute and deliver this Agreement on behalf of the corporation or organization, if any, named herein, and this Agreement is binding upon said corporation or organization in accordance with its terms. 10. EXECUTION. This Agreement is effective upon execution. It is the product of negotiation and all parties are equally responsible for authorship of this Agreement. Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed, the day and year first -above written. "CITY" CITY OF BAKERSFIELD "AGENCY" BAKERSFIELD REDEVELOPMENT AGENCY �t_— By B y. HA VEY L. HALL PHILIP BENT Y Mayor hair APPROVED AS TO FORM: VIRGINIA GENNARO City Attorney APPROVED AS TO FORM: VIRGINIA GENNARO General Counsel By 4,& By: 4, e?,;-1 OSHUA H. RUDNICK ASHUA H. RUDNICK Deputy City Attomey 11 Deputy City Attorney II Apnement for Repayment of Loan for SE Project Area -. 3 -- S: AW"rnen0=9 RDA Apreament0fty soup Ins loan 19th and millcreek.doc Crested on 8126/200910:43 AM o1c�AKF9��o��AKF9 ~- m ORIGINAL ORIGINAL APPROVED AS TO CONTENT: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT By. et ma , u.� DONNA L. KUNZ ---.) Economic Development Director COUNTERSIGNED: Sy: NELSON K. SMITH Finance Director Apreemsont for Repayment of Loan for SE Project Area ..4._ 8:14praenunfl2009 RDA Apreement0ty woup Ins loan 19th and mlNcreek.doc Created on SFAP W 10:49 AM APPROVED AS TO CONTENT: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT By: a s 2C DONNA L. KUNZ Deputy Executive Director COUNTERSIGNED: By: NELSON K.75MITH Finance Officer �Q�PKF'9cP� gAKF,9� T vt•+O '' ORIGINIRIG)NA'. AGREEMENT NO. 10 - 1 2 1 0 10-010 LOAN REIMBURSEMENT AGREEMENT THIS AGREEMENT entered Into on AUO 11 2010 by and between the CITY OF BAKERSFIELD, a municipal corporation and charter city ( "CITY" herein) and THE BAKERSFIELD REDEVELOPMENT AGENCY, a public body corporate and politic, organized and existing under the laws of the State of California ( "AGENCY" herein). RECITALS WHEREAS, AGENCY adopted the Southeast Bakersfield Redevelopment Project Area In 1999; and WHEREAS, the redevelopment plan ( "the plan ") for the Southeast Project Area was adopted in 1999; and WHEREAS, under the plan, the Agency Is authorized to establish debt and to acquire real property and manage property under the ownership and control of the AGENCY; and WHEREAS, the AGENCY is actively pursuing redevelopment projects that create affordable housing, eliminate slum and blight and create new commercial and retail opportunities In the Southeast Redevelopment Project Area; and WHEREAS, in March, 2007, the City of Bakersfield purchased from the Bakersfield Redevelopment Agency a 1.95 acre linear strip of land to be used as a freeway right-of-way for the future Centennial Freeway; and WHEREAS, the CITY has found the cost prohibitive to continue with this alternative as a route for the Centennial Freeway; WHEREAS, the CITY holds an easement on certain real property owned by the AGENCY with said easement valued at $950,000; and WHEREAS, the AGENCY desires to repurchase the easement from the CITY in order to facilitate the development on this property, generally located between "Q" Street and "S" Street and between 14th Street and 15th Street, commonly known as the Chelsea Housing project and Southeast Mill Creek commercial; and o�0AKF9P P s ORIGINAL Agreement for Repayment of I Loan for SE Project Area S:\ Agreement \2010 Agreemenls\equlpment loan re chelsea easement.cloc Created on 8 /2/2010 3:23 PM ��aKF9 0 NT Fn J/risit mprl WHEREAS, CITY originally used Transportation Development Funds to purchase the easement from the AGENCY, thus the loan proceeds will be used by the AGENCY to reimburse the CITY Transportation Development Fund, and WHEREAS, AGENCY does not have sufficient resources currently available to repay the CITY regarding the easement purchase; NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and AGENCY mutually agree as follows: 1. LOAN. CITY agrees to loan AGENCY Nine Hundred Fifty Thousand Dollars ($950,000.00) from the City's Equipment fund, 2. AGENCY's OBLIGATIONS. AGENCY hereby agrees to reimburse CITY In an amount not to exceed' Nine Hundred Fifty Thousand Dollars ($950,000,00) of principal plus Three Percent (3.0%) simple interest, from future tax Increment proceeds generated from the Southeast Redevelopment project area as detailed In the amortization schedule attached as Exhibit "A." The reimbursement payments to CITY shall be paid on the 20th day of August In annual installments In accordance with the amortization schedule, commencing on August 20, 2011, with the final installment of One Hundred Ninety Five Thousand Seven Hundred Dollars ($195,700.00) due on August 20, 2015 unless Agency has paid balance In full In advance. 3. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Agreement. 4. MERGER AND MODIFICATION. CATION, This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement may be modified only in a writing approved by the AGENCY and signed by all the parties. 5. BINDING EFFECT. The rights and obligations of this Agreement shall Inure to the benefit of, and be binding upon, the parties to this Agreement and their heirs, administrators, executors, personal representatives, successors and assigns. 6. GOVERNING . The laws of the State of California will govern the validity of this Agreement, its interpretation and performance. Any litigation arising in any way from this Agreement shall be brought in Kern County, California. gAKF Agreement far Repayment of 2 Loan for -SE Project Area ttt S: \AgreemenA2010 Agreements\equlpment loan re chelsea easement.doc r_- r+ Created on 8/2/2010 3:23 PM v G5ORIGiNAI0 ORIGINAL 7. Ili,. Time is of the essence of this Agreement. S. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this Agreement and those in exhibits attached hereto, the terms, conditions or specifications set forth in this Agreement shall prevail. All exhibits to which reference is made in this Agreement are deemed Incorporated in this Agreement, whether or not actually attached, 9. CORPORATE AUTHORITY. Each Individual executing this Agreement represents and warrants they are duly authorized to execute and deliver this Agreement on behalf of the corporation or organization, if any, named herein, and this Agreement Is binding upon said corporation or organization in accordance with Its terms. 10. EXECUTION. This Agreement is effective upon execution. It is the product of negotiation and all parties are equally responsible for authorship of this Agreement. Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed, the day and year first -above written. "CITY" CITY OF BAKERSFIELD APPROVED AS TO FORM: VIRGINIA GENNARO City Attorney "AGENCY" BAKERSFIELD REDEVELOPMENT AGENCY By: UM4A/ . PHILIP BENT Chair 0�r APPROVED AS TO FORM: VIRGINIA GENNARO General Counsel Agreement for Repayment of 3 Lorin for SE Project Area SAAgwrnent \2010 Agreementslequlpment loon re cheL9ea easement.doc Created on 8/2/2010 3:29 PM o�0AKF9� -n �gt►KF'9 F- rn ORIGINAL ORIGINAL� APPROVED AS TO CONTENT: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT APPROVED AS TO CONTENT: ECONOMIC AND COMMUNITY DEVELOPMENT DEPARTMENT 1 � 04X �. - y By; a fir.:... By: DONNA L. KUNZ DONNA L. KUNZ Economic Development Director Deputy Executive Director COUNTERSIGNED: By: .--- NELSON 'K. SMITH Finance Director COUNTERSIGNED: By: kZ NELSON K. SMITH Finance Officer Agmementfor Repayment of 4 Loan for SE Project Area S;\Apreement \2010 Apfeements \equipment loon re chelsea easement.doc Created on 8/2/2010 3:23 PM F- v o ORIGINAL O��AKryu s C r ORIAINAP c uj ;E s in CL N N N-1 LM G W S F 8 F 1.4 1-4 o 0 LA CL W CL N N Cox: $ p. a C M N N N N pNp N CL � � s CL m CL c r ro CL 6U C «� Q s v Q) o ORIGINAL v ORIGINAP SCHEDULE OF TOTAL LOAN AMOUNT + INTEREST REPAYMENTS EXHIBIT B Payment Date of Loan Interest on Installment Installment Payment on Total Loan No. Payment Amount Plus Interest 1 12/31/2014 LAIF rate upon Total Loan Amount since 50% of increase in residual amount March 31, 2013. over base year 2012 -13 2 6/30/2015 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 3 12/31/2015 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 4 6/30/2016 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 5 12/31/2016 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 6 6/30/2017 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 7 12/31/2017 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 8 6/30/2018 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 9 12/31/2018 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 10 6/30/2019 LAIF rate accrued in prior 6 months 50% of increase in residual amount over base year 2012 -13 The estimated term of repayments may be rendered longer or shorter, depending on the residual amount that will actually be available each fiscal ear to repay the Total Loan Amount plus interest. Actual installment amounts on the Total Loan Amount plus interest will also fluctuate from payment period -to- period as a result of the unknown residual amount and limits thereon, and the fluctuation of the LAIF interest rate, among other unknown factors. Therefore, in each six -month installment payment period, and in conjunction with the AGENCY's approval and submission of a "Recognized Obligation Payment Schedule" ( "ROPS "), the AGENCY will calculate and adopt an updated schedule showing actual past repayment amounts and a projected payment for the upcoming installment to be paid with each ROPS period. The AGENCY may utilize its then - effective LAIF rate as the basis for determining the estimated interest accrual that will be due in the upcoming six -month installment period. This estimated amount will later be determined and adjusted based on the AGENCY's application of the actual LAIF rate. EXHIBIT B S:\ CommDevDpt \SuccessorAgency \Misc \Restated Re! mbursementAgr- ExB.docx 81 10 > m F— r— v O ORIGINAL