HomeMy WebLinkAbout1998-175
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RESOLUTION NO. 98-175
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
CITY OF SAN BERNARDINO, CALIFORNIA APPROVING THE
CONTRACT FOR LOAN GUARANTEE ASSISTANCE UNDER
SECTION 108 OF THE HOUSING AND COMMUNITY
DEVELOPMENT ACT OF 1974, AS AMENDED, 42 U. S. C.
SECTION 5308 (CDBG SECTION 108 CONTRACT NO. B-96-
MC-06-0539) FOR THE CINEMA STAR MULTI-PLEX
THEATER PROJECT (CENTRAL CITY NORTH REDEVELOPMENT
PROJECT)
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WHEREAS, the Redevelopment Agency of the City of San
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Bernardino
(the "Agency")
has previously entered into a
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redevelopment agreement with MDA-San Bernardino Associates,
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L.L.C., a Delaware limited liability company (the "Developer")
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entitled "Disposition and Development Agreement" dated October
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29, 1996 (the "DDA") which affects certain lands (the "Land")
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situated in the Central City Redevelopment Project of the City of
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San Bernardino (the "City"); and
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WHEREAS, the DDA sets forth the terms and conditions on
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which the Developer may purchase the Land from the Agency for
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redevelopment and use in accordance with the DDA; and
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WHEREAS, as part of the transaction contemplated under
the DDA, and subject to the acquisition by the Developer of the
"Theater Parcel" and the "Common Area Parcel," as these terms are
defined in the DDA, the Agency shall make available to the
Developer a certain loan of funds pursuant to DDA Section 2.03(a)
(the "Agency Loan") in an original principal amount not to exceed
Seven Million Dollars ($7,000,000.00).
The proceeds of the
Agency Loan, together with other sources of funds as provided in
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1 the DDA, shall be used and applied by the Developer for the
2 payment of certain costs of the development, construction,
3 improvement and financing of a multi-screen cinema complex and
4 related common area improvements on part of the Land (the
5 "Theater Project"), all as more fully set forth in the DDA; and
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7 WHEREAS, the sole source of funds available to the
8 Agency to provide for the disbursement to the Developer of any
9 sums from the Agency Loan shall be obtained by the Agency under
10 a "Contract for Loan Guarantee Assistance Under Section 108 of
11 the Housing and Community Development Act of 1974, As Amended (42
12 U.S.C. Section 5308)" (the "HUD Section 108 Loan Agreement") by
13 and among the Secretary of the United States Department of
14 Housing and Urban Development ("HUD"), the City of San
15 Bernardino, as the unit of local government (the "City"), and the
16 Agency, as the designated public agency borrower under the HUD
17 Section 108 Loan Agreement and the related Section 108 Loan
18 Guarantee Program regulations of HUD set forth at 24 C.F.R. Part
19 570.700, et ~.; and
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21 WHEREAS, the City and the Agency have received a
22 letter, and the accompanying documents, from HUD dated March 13,
23 1998 (as modified under a letter from HUD, dated April 1, 1998),
24 for" a loan guarantee commitment by HUD under Section 108 of
25 the Housing and Community Development Act of 1974, as amended...
26 [HUD Section 108 Loan Guarantee Program Grant Number B-96-MC-06-
27 0539]. .." which authorizes the Agency to obtain a loan under the
28 Section 108 Loan Guarantee Program of HUD in accordance with the
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1 terms and conditions of the Section 108 Loan Agreement, in an
2 amount not to exceed $7,000,000.00 for disbursement by the Agency
3 for the redevelopment of the Land and the development and
4 improvement of the Theater Project by the Developer; and
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6 WHEREAS, the Agency shall disburse the proceeds of the
7 HUD Section 108 Loan to the Developer for the construction,
8 improvement and financing of the Theater Project in accordance
9 with the terms and conditions of an agreement entitled, "1998
10 Community Redevelopment Block Grant Program Section 108 Project
11 Development Loan Agreement (Cinema Star Multi-Plex Theater
12 Project)" (the "$7.0M Agency Loan Agreement") by and between the
13 Developer and the Agency; and
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15 WHEREAS, the Mayor and Common Council of the City of
16 San Bernardino deem it appropriate at this time to approve the
17 HUD Section 108 Loan Agreement by and among HUD, the City and the
18 Agency and to authorize the actions related to the Community
19 Development Block Grant funding assistance to be provided to the
20 Agency, as the public agency designee borrower, under the HUD
21 Section 108 Loan Agreement, as set forth in this Resolution.
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23 NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE
24 CITY OF SAN BERNARDINO, CALIFORNIA, DOES HEREBY RESOLVE,
25 DETERMINE AND ORDER AS FOLLOWS:
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27 Section 1. The Mayor and Common Council have
28 previously conducted a public hearing on February 17, 1997,
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1 related to the use and application of HUD Section 108 Loan
2 Guarantee Program funds in an amount not to exceed Seven Million
3 Dollars ($7,000,000.00) for the Theater Project, and the Mayor
4 and the Common Council have previously authorized the submission
5 by the City and the Agency of an application to HUD for HUD
6 Section 108 Loan Guarantee Program assistance for the Theater
7 Project.
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9 On June 15, 1998, the Mayor and Common Council conducted a
10 public hearing relating to the use of HUD Section 108 Loan
11 Guarantee Program assistance and funding pursuant to the HUD
12 Section 108 Loan Agreement in an amount not to exceed Seven
13 Million Dollars ($7,000,000.00) for the Theater Project, and the
14 Mayor and Common Council have considered all comments and
15 information submitted by interested persons in connection with
16 the HUD Section 108 Loan Agreement and the $7. OM Agency Loan
17 Agreement.
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19 Section 2. The Mayor and Common Council hereby
20 approve the form of the HUD Section 108 Loan Agreement on file
21 with the Agency Secretary as presented at this meeting. The
22 Mayor and the City Clerk are hereby authorized and directed to
23 execute the HUD Section 108 Loan Agreement on behalf of the City
24 as the "Unit of General Local Government," together with such
25 technical modification to the text of paragraph l(a) of the HUD
26 Section 108 Loan Agreement as described below in Section 4(b) of
27 this Resolution.
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1 108 - Guarantee Loans: Model Legal Opinion for Interim Financing
2 (1997-8)" transmitted by HUD under the cover of its letter dated
3 March 13, 1998, to the City and the Agency as part of the
4 documentation associated with the HUD Section 108 Loan Agreement.
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1 The Mayor and the City Clerk are further authorized and
2 directed to execute on behalf of the City as the "Unit of General
3 Local Government" all of the other HUD Section 108 Loan Agreement
4 related instruments and certificates as may be required by HUD in
5 order to complete the transaction contemplated under the HUD
6 Section 108 Loan Agreement.
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8 Section 3. Subj ect to the adoption of an approving
9 resolution of the Agency, upon the execution by the Agency of the
10 HUD Section 108 Loan Agreement and the related HUD Section 108
11 Loan Agreement promissory notes, instruments and certificates to
12 be executed by the Agency as the designated public agency
13 borrower under the HUD Section 108 Loan Agreement, including
14 without limitation, the Series 1997-B Fiscal Agent Agreement, the
15 Development Director shall cause the fully executed original copy
16 of the HUD Section 108 Loan Agreement and the related promissory
17 notes, instruments and other certificates executed by the Agency
18 as the designated public agency borrower to be delivered to HUD
19 as soon as practicable after all such documents have been
20 executed on behalf of the City and the Agency, as applicable.
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22 The Development Director is further authorized and
23 directed to initiate all other ministerial actions on behalf of
24 the City relating to the delivery to HUD of all related
25 documents, wire fund transfer instructions, account fund balance
26 confirmation reports and the like, as contemplated under the HUD
27 Section 108 Loan Agreement.
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Section 4.
(a) The Mayor and Common Council hereby
2 acknowledge that the scheduled repayments by the Agency to HUD of
3 the principal amount of the HUD Section 108 loan funds as
4 disbursed to the Agency under the HUD Section 108 Loan Agreement,
5 shall be due and payable in the amounts and at the times provided
6 as follows:
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Date of Principal Installment of Date of Principal Installment of
Installment Principal Due Installment Principal Due
August 1, 1998 $180,000.00 August 1, 2009 $360,000.00
August 1, 1999 $190,000.00 August 1, 2010 $380,000.00
August 1, 2000 $200,000.00 August 1, 2011 $410,000.00
August 1, 2001 $220,000.00 August 1, 2012 $435,000.00
August 1, 2002 $230,000.00 August 1, 2013 $460,000.00
August 1, 2003 $250,000.00 August 1, 2014 $490,000.00
August 1, 2004 $260,000.00 August 1, 2015 $530,000.00
August 1, 2005 $280,000.00 August 1, 2016 $560,000.00
August 1, 2006 $300,000.00 August 1, 2017 $605,000.00
August 1, 2007 $320,000.00
August 1, 2008 $340,000.00
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The Development Director, on behalf of the City, may
22 authorize and acknowledge certain adjustments in the dates for
23 the principal payments by the Agency to HUD due on August 1, 1998
24 and on August 1, 1999, such that the principal sums due on each
25 of these dates may be paid to HUD by the Agency on a new date of
26 August 1, 2017, or such other date as HUD may authorize in
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writing.
Any such adjustment to the dates for the principal
28 payments to HUD of such promissory notes as requested by the
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Agency, may be acknowledged by an appropriate interlineation by
the Agency of the text of the applicable HUD Section 108
promissory notes.
Payments of interest which accrue on the outstanding
principal balance of the HUD Section 108 loan shall be paid by
the Agency at the rates of interest per annum at the times and in
the amounts provided in the HUD Section 108 Loan Agreement.
(b) The Mayor and the City Clerk , in consultation
with the Development Director, are hereby authorized and directed
on behalf of the City to modify the text of paragraph l(a) of the
HUD Section 108 Loan Agreement to indicate: (i) that the date in
the eighth (8th) sentence of paragraph l(a) be changed from "May
1, 1999" to a new date of "May 1, 2000;" and (ii) that the date
in the thirteenth (13th) sentence of paragraph l(a) be changed
from "May 1, 1999" to a new date of "May 1, 2000," or to such
other date as HUD may authorize in writing. Such modification to
the text of paragraph l(a) of the HUD Section 108 Loan Agreement
may be noted by a handwritten interlineation of the text which
has been initialed by the Mayor and the City Clerk.
Section 5. The City Attorney is hereby authorized
and directed to submit to HUD on behalf of the City, as the unit
of local government and a party to the HUD Section 108 Loan
Agreement, an approving legal opinion with respect to the
transaction contemplated under the HUD Section 108 Loan
Agreement, substantially in the form of the applicable "Section
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RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF
THE CITY OF SAN BERNARDINO, CALIFORNIA APPROVING
THE CONTRACT FOR LOAN GUARANTEE ASSISTANCE UNDER
SECTION 108 OF THE HOUSING AND COMMUNITY
DEVELOPMENT ACT OF 1974, AS AMENDED, 42 U.S.C.
SECTION 5308 (CDBG SECTION 108 CONTRACT NO. B-
96-MC-06-0539) FOR THE CINEMA STAR MULTI-PLEX
THEATER PROJECT (CENTRAL CITY NORTH
REDEVELOPMENT PROJECT)
Section 6.
This Resolution shall take effect upon
7 the date of its adoption.
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I HEREBY CERTIFY that the foregoing Resolution was duly
10 adopted by the Mayor and Common Council of the City of
meeting
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San Bernardino at a
June
ioint reaular
15th
day of
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thereof, held on the
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Council:
ESTRADA
LIEN
ARIAS
SCHNETZ
DEVLIN
ANDERSON
MILLER
13 1998, by the following vote, to wit:
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day of
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AYES
x
NAYS
ABSENT
ABSTAIN
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x
x
x
x
x
~ /:J.~
Ci Clerk
this IJf!t.
The foregoing resolution is hereby approved
/
June
, 1998.
of
25 Approved as to form and legal con
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By:
27 City Attorney
28 SBEO/0001/DOC/3341: ah
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STATE OF CALIFORNIA
COUNTY OF SAN BERNARDINO
CITY OF SAN BERNARDINO
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I,
City Clerk of the City of
5 San Bernardino, DO HEREBY CERTIFY that the foregoing and attached
6 copy of Mayor and Common Council of the City of San Bernardino
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Resolution No.
is a full, true and correct copy of that
8 now on file in this office.
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IN WITNESS WHEREOF, I have hereunto set my hand and
11 affixed the official seal of the Mayor and Common Council of the
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City of San Bernardino this
day of
13 1998.
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City Clerk
City of San Bernardino
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