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Home My WebLink AboutCDC/2000-04 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. CDC 2000-4 ,. RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING AN AMENDMENT, AND AUTHORIZING EXECUTION THEREOF, TO THE AGREEMENT WITH WELLS FARGO BANK, NATIONAL ASSOCIATION, FOR CERTAIN LINES OF CREDIT. WHEREAS, the Community Development Commission ("Commission") on December 10, 1990 approved an Agreement with Wells Fargo Bank, National Association, for certain Lines of Credit in the amount of$10,000,000. WHEREAS, on October 21, 1996 the Commission approved an Agreement with Wells Fargo Bank for certain Lines of Credit in the amount of $20,000,000. WHEREAS, on March 15, 1999 the Commission approved an Amendment to the Agreement with Wells Fargo Bank extending the maturity date of certain Lines of Credit until March 1, 2000. WHEREAS, the Commission desires to enter into an Amendment to the Agreement with Wells Fargo Bank to reduce the total amount of certain Lines of Credit to $10,000,000 and to extend the maturity date until March 1,2001. NOW, THEREFORE, BE IT RESOLVED BY THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, AS FOLLOWS: Section 1. The Commission hereby approves and authorizes the Executive Director to execute an Amendment to the Agreement with Wells Fargo Bank, National Association, dated March 1,2000 (attached hereto as Exhibit "A") to reduce the total amount of certain Lines of Credit and to extend the maturity date until March 1,2001, as attached hereto. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 By: CDC 2000-4 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING AN AMENDMENT, AND AUTHORIZING EXECUTION THEREOF, TO THE AGREEMENT WITH WELLS FARGO BANK, NATIONAL ASSOCIATION, FOR CERTAIN LINES OF CREDIT. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community Development Commission of the City of San Bernardino at a joint regulaeeting thereof, held on the 6th day of March , 2000 by the following vote, to wit: Commission Members Ayes Nays Abstain Absent ESTRADA X LIEN X MCGINNIS X SCHNETZ X SUAREZ X X ANDERSON Y MILLER / X / / / / L. /" 27 28 I The foregoing Resolution is hereby approved this ~ ,2000. .. ~- (L~ aIles, Chairperson unity Development . sion ofthe City of Bernardino CDC 2000-4 Inland Empire Commercial Banking 4141 Inland Empire Boulevard Suite 350 Ontario, CA 91764 WELLS FARGO March 1, 2000 Ms. Barbara Lindseth Administrative Director Redevelopment Agency of the City of San Bernardino 201 North "E" Street 3rd Floor San Bernardino, California 92401-1507 Original personally picked up by Joseph Rhyne on Wednesday, March 22, 2000. mam Dear Ms. Lindseth: This letter is to confirm the changes agreed upon between Wells Fargo Bank, National Association ("Bank") and th'e Redevelopment Agency of the City of San Bernardino ("Borrower") to the terms and conditions of that certain letter agreement between Bank and Borrower dated as of September 18, 1996, as amended from time to time (the "Agreement"), and certain related documents, instruments and agreements. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings given in the Agreement. For valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Bank and Borrower hereby agree that the Agreement and certain of the other Loan Documents shall be amended as follows: 1. The Agreement is hereby amended (a) by deleting "March 1, 2000" as the last day on which Bank will make advances under the Secured Line of Credit, and by substituting for said date "March 1, 2001," and (b) by deleting "Twenty Million Dollars ($20,000,000.00)" as the maximum principal amount available to Borrower under the Secured Line of Credit, and by substituting for said amount "Ten Million Dollars ($10,000,000.00)." 2. The Agreement is hereby amended (a) by deleting "March 1, 2000" as the last day on which Bank will issue Letters of Credit under the subfeature therefor under the Secured Line of Credit, and by substituting for said date "March 1, 2001," and (b) by deleting "March 1, 2001" as the last date on which any such Letter of Credit may expire, and by substituting for said date "March 1, 2002." 3. Section IV5 of the Agreement is hereby amended by deleting the reference therein to the "financial statement of Borrower dated June 30, 1998" and by substituting for said reference a reference to the "financial statement of Borrower dated June 30, 1999." 4. The Line of Credit Note is hereby amended by deleting "March 1, 2000" as the date on which the outstanding principal balance thereof shall be due and payable in full, and by substituting for said date "March 1, 2001 ". The Line of Credit Note is hereby further amended (a) by deleting "$20,000,000.00" as the principal amount thereof which appears in the upper left- hand corner of the first page, and by substituting for said amount, "$10,000.000.00" and (b) by \ \iiCC~C::::"'::: \ '/2 \ 7;::'':''.;.'''1\ DOCC!-1ENT:;T:CN\ :-;;:.~\f3 \ ::J~ '-, .:..:::: G.:'.:'" \ ?S: S',/] ?.L'.t,l.J. :'CC <>3L::-:. ;t.::,; ~t:\Y'\~:=-::,'.\r.::i::":~~~ CDC 2000-4 Redevelopment Agency of the City of San Bernardino March 1, 2000 Page 2 deleting "Twenty Million Dollars ($20,000,000.00)" as the principal amount thereof which appears in the first paragraph on the first page, and by substituting for said amount, "Ten Million Dollars ($10,000,000.00)". 5. Except as specifically provided herein, all terms and conditions of the Agreement, the Line of Credit Note and the other Loan Documents remain in full force and effect, without waiver or modification. This letter is one of the Loan Documents. 6. By entering into this letter: (a) As of the date of Borrower's acknowledgment set forth below, Borrower hereby remakes all representations and warranties contained in the Agreement and reaffirms all covenants set forth therein, as same may be modified hereby. (b) As of the date of Borrower's acknowledgment set forth below, Borrower represents and warrants to Bank that this letter has been duly authorized and executed on . behalf of Borrower, and upon its delivery to Bank will constitute a legal, valid and binding agreement and obligation of Borrower, enforceable in accordance with its terms. (c) As of the date of Borrower's acknowledgment set forth below, Borrower represents and warrants to Bank that the execution, delivery and performance by Borrower of this letter and compliance with the provisions hereof will not conflict with or constitute a breach of or default under any law, administrative regulation, judgment, decree, loan agreement, note, resolution, agreement or other instrument to which Borrower is a party or is otherwise subject. (d) As of the date of Borrower's acknowledgment set forth below, Borrower represents and warrants to Bank that there exists no default or defined event of default under the Agreement, the Line of Credit Note or any other Loan Document, nor any condition, act or event which with the giving of notice or the passage of time or both would constitute such a default or defined event of default. 7. Borrower shall reimburse Bank upon demand for all costs and expenses, including reasonable attorneys' fees (including the allocated costs of Bank's in-house counsel) expended or incurred by Bank in connection with the negotiation and preparation of this letter and all documents and instruments required in connection herewith. 8. It is a condition precedent to the extension of the maturity date of the Secured Line of Credit and the effectiveness hereof that all of the following conditions be satisfied on or before March 17, 2000: (a) This letter or a copy hereof is executed by Borrower and delivered to Bank. (b) Bank receives such resolutions, motions, certifications and other documents as Bank may require to assure Bank that this letter has been duly authorized, executed and delivered to Bank and that this letter and the other Loan Documents continue to constitute the legal, valid and binding obligations of Borrower, enforceable in accordance with their terms. The \ \ :oJC:JMC3~C::: \ OJ::: \ :~"-.J.1\ DCCiJHEi~~;'.: :or.l\ TE:,~"';'1:'F ::~I.\ :;:::~';L \ ?t:L:::~;3RD."':',. 2CC \0GL!G.~64:~~~~:15: ACij:-J3 CDC 2000-4 Redevelopment Agency of the City of San Bernardino March 1, 2000 Page 3 foregoing shall include, without limitation, an updated, written legal opinion in form and substance satisfactory to Bank from counsel to Borrower acceptable to Bank. 9. This letter constitutes the entire agreement between Bank and Borrower with respect to the modifications agreed to hereunder; and supersedes all prior negotiations, discussions and correspondence concerning the subject matter hereof. 10. The agreements set forth herein are entered into for the sole protection and benefit of Bank and Borrower, and their respective permitted successors and assigns, and no other person or entity shall be a third party beneficiary of the agreements herein. 11. This letter shall be binding upon and inure to the benefit of the successors and assigns of the parties; provided however that Borrower may not assign or transfer its interest under the Loan Documents without the prior written consent of Bank. Your acknowledgment of this letter or a copy hereof shall constitute acceptance of the foregoing terms and conditions. This letter may be executed in counterparts, each of which shall be deemed an original, and all of which taken together shall be deemed one agreement. Sincerely, WELLS FARGO BANK, NATIONAL ASSOCIATION BY~ . Jos . yne Vice President ---- Acknowledged and accepted by: \ \ WCGMC8LC: \'.~: \ :S}\M\ :CC:JMEUT.-'.':':::::N\ ::::_~._:'!:3 \, :NL \ :":::$\L " ~sC't:'..':R!:'~..:'!.. ~)cc \OB~iG.46~i~OC51S:\~~ij=:J3