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Home My WebLink AboutCDC/2000-27 (See Companion Reso. 2000-249, CDC/2000-28 1 2 3 4 5 6 7 8 9 10 RESOLUTION NO. CDC/2000-27 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE CONTRACT FOR LOAN GUARANTEE ASSISTANCE UNDER SECTION 108 OF THE HOUSING AND URBAN DEVELOPMENT ACT OF 1974, AS AMENDED, 42 USC SECTION 5308 (CDBG SECTION 108 CONTRACT NO. B-94- MC-06-0539) FOR THE 303 THIRD STREET PROJECT AND AGREEING TO ADMINISTER THE APPLICATION OF UP TO $344,000.00 IN ECONOMIC DEVELOPMENT INITIATIVE GRANT FUNDS TO 303, L.L.C., IN SUPPORT OF THE 303 THIRD STREET PROJECT WHEREAS, the Community Development Commission of the City 11 of San Bernardino (the "Commission") is the governing board of the 12 Redevelopment Agency of the City of San Bernardino, a body corporate 13 and politic (the "Agency"), organized and existing pursuant to the 14 Community Redevelopment Law (Part 1 of Division 24) commencing with 15 Section 33000 of the Health and Safety Code of the State of 16 California; and 17 WHEREAS, the Agency shall concurrently with the approval of 18 this Resolution authorize and approve the terms of an owner 19 participation and Economic Development Initiative Loan agreement (the 20 "OPA") by and between 303, L.L.C., a California limited liability 21 company (the "Owner") and the Agency and shall also authorize and 22 approve the terms of a separate Section 108 loan agreement (the 23 "Section 108 Loan Agreement") by and between the Owner and the Agency 24 which affects certain lands (the "303 Third Street Property" as more 25 particularly described in the OPA and the Section 108 Loan Agreement) 26 27 28 SBEO/0001/Doc/4138-2 8/7 100 100 jrnw 1 CDC/2000-27 1 situated in the Central City Redevelopment Project, San Bernardino, 2 California; and 3 WHEREAS, the OPA sets forth the terms and conditions on 4 which the Owner shall conclude its purchase of the "303 Third Street 5 Parcel" as presently owned by the State of California, for 6 redevelopment and reuse by the Owner in accordance with the OPA and 7 the Section 108 Loan Agreement; and 8 WHEREAS, as part of the transaction contemplated under the 9 OPA and the Section 108 Loan Agreement, and subj ect to (i) the 10 acquisition by the Owner of the 303 Third Street Parcel from the State 11 of California; and (ii) the receipt of final approval by the City and 12 the Agency of certain Community Development Block Grant loan approvals 13 from the Secretary of the United States Department of Housing and 14 Urban Development ("HUD") the Agency shall make available to the Owner 15 a certain loan of funds pursuant to OPA (the "EDI Loan") in an 16 original principal amount not to exceed Three Hundred Forty Four 17 Thousand Dollars ($344,000.00) and the Agency shall also make 18 available to the Owner a separate loan of funds pursuant to the 19 Section 108 Loan Agreement in a principal amount not to exceed One 20 Million Eight Hundred Forty Thousand Dollars ($1,840,000.00). The 21 proceeds of the EDI Loan and the Section 108 Loan, together with other 22 sources of funds as provided by the Owner shall be used and applied 23 by the Owner for the acquisition of all the land necessary for the 303 24 Third Street Project and the payment of certain costs of the 25 development, construction, improvement and financing of the Special 26 Economic Development Activity (the "303 Third Street Project") 27 28 SBEO/0001/DOC/4138-2 8/7/00 100 jmw 2 CDC/2000-27 1 described in the written revision to the Community Development Block 2 Grant loan application (CDBG Section 108 Contract No. B-94-MC-06- 3 0539), dated May 24, 2000 (the "HUD Loan Application") submitted to 4 HUD by the City; and 5 WHEREAS, the sole source of funds available to the Agency 6 to provide for the disbursement to the Owner of any sums from: (i) the 7 EDI Loan; and (ii) from the Agency Section 108 Loan shall be obtained 8 by the Agency under : (A) that certain United States Department of 9 Housing and Urban Development Economic Development Initiative Grant 10 No. B-93-ED-06-0539 included within the HUD Loan Application and (b) 11 a "Contract for Loan Guarantee Assistance Under Section 108 of the 12 Housing and Community Development Act of 1974, As Amended (42 U.S.C. 13 Section 5308)" (the "HUD Section 108 Loan Agreement") by and among 14 HUD, the City, as the "Unit of Local Government", and the Agency, as 15 the "designated public agency borrower" under the HUD Section 108 Loan 16 Agreement and the related HUD Section 108 Loan Guarantee Program 17 regulations of HUD set forth at 24 C.F.R. Part 570.700, et ~.; and 18 WHEREAS, subject to the receipt of the Mayor of the City of 19 the approval by HUD of the 303 Third Street Project as described in 20 the HUD Loan Application and the transaction as contemplated under the 21 OPA and the Agency Section 108 Loan Agreement the loan guarantee 22 commitment by HUD under Section 108 of the Housing and Community 23 Development Act of 1974, as amended for HUD Section 108 Loan Guarantee 24 Program Grant Number B-94-MC-06-0539 which shall authorize the Agency 25 to obtain a loan under the Section 108 Loan Guarantee Program of HUD 26 in accordance with the terms and conditions set forth in the HUD Loan 27 28 SBEO/0001/DOC/4138-2 8/7/00 100 jrnw 3 CDC/20QQ-27 1 Application in an amount not to exceed $1,840,000.00 for disbursement 2 by the Agency for the redevelopment of the 303 Third Street Project 3 by the Owner; and 4 WHEREAS, the Agency shall disburse the proceeds of the EDI 5 Loan in an amount not to exceed $344,000 for the acquisition of the 6 lands necessary for the 303 Third Street Project and shall disburse 7 the HUD Section 108 Loan in an amount not to exceed $1,840,000.00 to 8 the Owner for the acquisition, environmental remediation, 9 construction, improvement and financing of the 303 Third Street 10 Project in accordance with the terms and conditions of Agency Section 11 108 Loan Agreement; and 12 WHEREAS, the Commission acting as the governing board of the 13 Agency deems it appropriate at this time to authorize the acceptance 14 of a HUD Section 108 Loan Agreement by and among HUD, the City and the 15 Agency for the 303 Third Street Project and to authorize the actions 16 related to the Community Development Block Grant funding assistance 17 to be provided to the Agency, as the public agency designee borrower, 18 under such HUD Section 108 Loan Agreement upon approval by the 19 Secretary of HUD, as set forth in this Resolution. 20 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION, ACTING 21 ON BEHALF OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, 22 DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: 23 Section 1. The Commission hereby acknowledges the action 24 taken by the Mayor and Common Council relating to the HUD Section 108 25 Loan Agreement and the 303 Third Street Project in the resolution of 26 even date herewith entitled: 27 28 SBEO/0001/DOC/4l38-2 8/7/00 100 jrnw 4 CDCj2000-27 1 "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 USC Section 5308 (CDBG Section 108 Contract No. B-94- MC-06-0539) for the 303 Third Street Project, And Authorizing the Application of up to $344,000.00 in Economic Development Initiative Grant Proceeds by the Redevelopment Agency of the City of San Bernardino for the 303 Third Street Project" 2 3 4 5 6 7 Section 2. The Commission hereby approves the form of 8 terms of the HUD Section 108 Loan Agreement as set forth in the HUD 9 Loan Application, and as subject to the receipt by the Mayor of the 10 City of notice of written acceptance by HUD of the HUD Loan 11 Application, as provided in Section 3 (a) of the Resolution of the 12 Mayor and Common Council referenced in the preceding section. The 13 Chair of the Commission and the Agency Secretary are hereby authorized 14 and directed to execute the final form of the HUD Section 108 Loan 15 Agreement on behalf of the Agency, as the designated public agency 16 borrower, as provided in this Section 2 of this Resolution. The Chair 17 of the Commission and the Agency Secretary are further authorized and 18 directed to execute on behalf of the Agency, as the designated public 19 agency borrower under the HUD Section 108 Loan Agreement, all of the 20 other related instruments and certificates as may be required by HUD 21 in order to complete the transaction contemplated under the HUD 22 Section 108 Loan Agreement and this Resolution as relate to the 303 23 Third Street Project. 24 Section 3. (a) Upon the execution of the HUD Section 108 25 Loan Agreement by the City and the Agency, and the execution by the 26 Agency of all of the related instruments and certificates, the 27 28 SBEO/0001/Doc/4138-2 8/7 100 100 jmw 5 CDC/2000-27 1 Executive Director shall cause the fully executed original copy of the 2 HUD Section 108 Loan Agreement, each of the executed original 3 promissory notes and the related instruments and certificates as may 4 be required by HUD in order to complete the transaction authorized 5 under the HUD Section 108 Loan Agreement executed by the Agency as the 6 designated public agency borrower to be delivered to HUD as soon as 7 practicable. 8 (b) Subject to the satisfaction of all of the conditions 9 to the close of the escrow transaction described in Section 7.0 of the 10 Agency Section 108 Loan Agreement (the "Escrow"), the Executive 11 Director is hereby directed to cause the appropriate form of a 12 "Request for Advance" under the HUD Section 108 Loan Agreement to be 13 completed and submitted to HUD on behalf of the Agency such that the 14 initial disbursement of funds to the Agency under the HUD Section 108 15 Loan Agreement in an amount necessary to cause the Escrow to be closed 16 and the 303 Third Street Parcel to be acquired by the Owner from the 17 State of California. After the close of the Escrow, the Executive 18 Director is hereby further directed to prepare and submit to HUD on 19 behalf of the Agency, each additional Request for Advance under the 20 HUD Section 108 Loan Agreement, such that funds shall be made 21 available to the Agency by HUD for the Agency to make the necessary 22 course of 303 Third Street Project construction Advances at the times 23 requested by the Owner under the Agency Section 108 Loan Agreement. 24 (c) The Commission hereby designates each of the following 25 officers of the Agency to execute a Request for Advance under the HUD 26 Section 108 Loan Agreement: 27 28 SBEO/0001/DOC/4138-2 8/7/00 100 jrnw 6 CDC/2000-27 1 2 3 (i) Chair of the Commission and (ii) Executive Director The signatures of both of the officers of the Agency 4 identified above, shall be required for the valid execution and 5 submittal to HUD of each Request for Advance under the HUD Section 108 6 Loan Agreement. 7 (d) The Executive Director is further authorized and 8 directed to initiate all other ministerial actions on behalf of the 9 Agency relating to the delivery to HUD of all related documents, wire 10 fund transfer instructions, account fund balance confirmation reports 11 and the like, as contemplated under the HUD Section 108 Loan 12 Agreement. 13 (a) The Commission hereby acknowledges that Section 4. 14 the scheduled repayments by the Agency to HUD of the principal amount 15 of the HUD Section 108 loan funds to be disbursed to the Agency under 16 the HUD Section 108 Loan Agreement, shall be due and payable in the 17 amounts and at the times provided as follows: 18 19 20 21 22 23 24 25 26 27 28 SBEO/0001/DOC/4l38-2 8/7/00 100 jrnw 7 CDC/2000-27 1 Date of Principal Installment of Installment Principal Due Date of Principal Installment of Installment Principal Due 2 3 4 $ June 1, 2011 $100,000.00 -0- June 1, 2001 5 6 7 8 9 June 1, 2002 June 1, 2012 100,000.00 -0- 100,000.00 June 1, 2013 100,000.00 June 1, 2003 100,000.00 June 1, 2014 100,000.00 June 1, 2004 100,000.00 June 1, 2015 100,000.00 100,000.00 June 1, 2005 100,000.00 June 1, 2016 June 1, 2006 June 1, 2007 June 1, 2017 100,000.00 100,000.00 10 June 1, 2008 100,000.00 June 1, 2018 100,000.00 11 June 1, 2009 100,000.00 100,000.00 June 1, 2019 12 13 June 1, 2010 June 1, 2020 140,000.00 100,000.00 The Chair of the Commission and the Agency Secretary are 14 hereby authorized and directed to execute and deliver on behalf of the 15 16 Agency to the order and instruction of HUD, each of the promissory notes of the Agency as the designated public agency borrower under the 17 18 19 20 21 22 terms of the HUD Section 108 Loan Agreement. Payments of accrued interest on the outstanding principal balance of the sums disbursed to the Agency under the HUD Section 108 Loan Agreement shall be paid by the Agency at the rates of interest per annum and at the times and in the amounts provided in the HUD Section 108 Loan Agreement. 23 24 Section 5. The Chair of the Commission and the Agency Secretary are hereby authorized and directed to execute on behalf of 25 26 27 of documents necessary to appropriate form (s) the the Agency accomplish an assignment to HUD of the "Agency Security Interest" and 28 SBEO/0001/Doc/4138-2 8/7 100 100 jrnw 8 CDC/2000-27 1 other collateral obtained by the Agency from the Owner under the 2 Agency Section 108 Loan Agreement, including without limitation the 3 "Borrower Guaranties" and the "Letter of Credit" as these terms are 4 defined in the Agency Section 108 Loan Agreement. 5 The Chair of the Commission and the Agency Secretary are 6 hereby authorized and directed to execute on behalf of the Agency, 7 each of the documents referenced in the preceding paragraph of this 8 Resolution, together with such conforming changes to each such 9 document as recommended by the Executive Director and Agency Special 10 Counsel, as necessary or appropriate to conform to the requirements 11 of the the Agency Section 108 Loan Agreement, the OPA and the 12 satisfaction of the conditions to close of the Escrow under Section 13 7.0 of the Agency Section 108 Loan Agreement. 14 Section 6. The Executive Director is hereby authorized 15 and directed to establish and maintain financial records and accounts 16 for the administration of the disbursements of advances to the Agency 17 under the EDI Grant and the HUD Section 108 Loan Agreement for the 303 18 Third Street Project and the corresponding disbursements of advances 19 to the Owner under the OPA and the Agency Section 108 Loan Agreement. 20 All payments of principal and interest received by the 21 Agency from the Owner under "Borrower Section 108 Promissory Note," 22 as this term is described in the Agency Section 108 Loan Agreement, 23 shall be promptly deposited by the Agency in such "Loan Repayment 24 Account" as may be required by HUD under the HUD Section 108 Loan 25 Agreement. 26 27 28 SBEO/0001/DOC/4138-2 8/7 lOa 100 jmw 9 CDC/2000-27 1 Section 7. The Agency Special Counsel is hereby 2 authorized and directed to submit to HUD on behalf of the Agency, as 3 the designated public agency borrower and a party to the HUD Section 4 108 Loan, an approving legal opinion with respect to the transaction 5 contemplated under the HUD Section 108 Loan Agreement in the form 6 required under the HUD Section 108 Loan Agreement. 7 Section 8. The Executive director is hereby authorized and 8 directed to complete the filing of any necessary environmental 9 certifications relating to the 303 Third Street proj ect as may be 10 required under 11 IIII 12 IIII 13 IIII 14 IIII 15 16 17 18 19 20 21 22 23 24 25 26 27 28 SBEO/OO01/DOC/4138-2 8/7 100 100 jmw the California Environmental Quality Act, as amended. 10 CDC/2000-27 1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF SAN BERNARDINO APPROVING THE CONTRACT FOR LOAN GUARANTEE ASSISTANCE UNDER 2 SECTION 108 OF THE HOUSING AND URBAN DEVELOPMENT ACT OF 1974, AS AMENDED, 42 USC SECTION 5308 (CDBG SECTION 108 CONTRACT NO. B-94-MC- 3 06-0539) FOR THE 303 THIRD STREET PROJECT AND AGREEING TO ADMINISTER THE APPLICATION OF UP TO $344,000.00 IN ECONOMIC DEVELOPMENT 4 INITIATIVE GRANT FUNDS TO 303, L.L.C., IN SUPPORT OF THE 303 THIRD STREET PROJECT 5 6 7 8 9 10 Section 9. This Resolution shall take effect upon the date of its adoption. I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community Development Commission of the City of San Bernardino at a Joint Regular 7th day meeting thereof, held on the of August 11 12 Commission 13 ESTRADA LIEN 14 MCGINNIS SCHNETZ 15 SUAREZ ANDERSON 16 Me CAMMACK 17 , 2000, by the following vote, to wit: AYES NAYS ABSTAIN ABSENT X X X X X X X 18 19 The foregoing of August, 2000. approved this JOt'/';; day 20 21 22 23 Approved as to form 24 and legal eonten : 25 By: 26 27 28 SBEO/0001/DOC/4138-2 8/7/00 100 jmw 11 1 STATE OF CALIFORNIA COUNTY OF SAN BERNARDINO ss 2 CITY OF SAN BERNARDINO 3 I, Secretary of the Community Development Commission of the City of San Bernardino, DO HEREBY 4 CERTIFY that the foregoing and attached copy of Community Development Commission of the City of San Bernardino Resolution No. is 5 a full, true and correct copy of that now on file in this office. 6 IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the Community Development Commission of the City 7 of San Bernardino this day of , 2000. 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Secretary of the Community Development Commission of the City of San Bernardino SBE0/0001/Doc/4138-2 8/7/00 100 jmw 12