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HomeMy WebLinkAbout2005-404 2 RESOLUTION NO. 2005-404 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED AMENDMENT NO.2 TO THAT CERTAIN LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN BERNARDINO VALLEY MUNICIPAL WATER DISTRICT, AND THE SAN BERNARDINO REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING RESOLUTION NO. 2005-127. 3 4 5 6 7 WHEREAS, the City of San Bernardino, California (the "City"), is a charter city, duly 8 organized and existing pursuant to the provisions of the Constitution of the State of California; 9 and 10 WHEREAS, the City, the San Bernardino Valley Municipal Water District (the II "District") and the San Bernardino Regional Water Resources Authority (the "Authority") 12 heretofore entered into that certain 2001 Loan Agreement dated as of October 1, 2001 (the 13 "Loan Agreement"), pursuant to which each of the City and the District agreed to loan to the 14 Authority an amount not to exceed Six Hundred Thousand Dollars ($600,000.00) for the 15 purposes of paying the fees and authorized expenses of the Initial Consultant; and 16 WHEREAS, the City, the District and the Authority heretofore entered into that certain 17 Amendment No.1 to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which 18 each of the City and the District agreed to loan to the Authority an amount not to exceed an 19 additional Two Hundred Fifty Thousand Dollars ($250,000.00) for the purposes of paying the 20 fees and authorized expenses of the Initial Consultant and the next phase in the development 21 and implementation of the Project as redefined by the Authority, to wit: the preparation of an 22 Environmental Impact Report ("EIR") in accordance with the California Environmental Quality 23 Act, as amended and the Guidelines established thereunder; and 24 WHEREAS, the Authority retained the services of a firm to assist the Authority in the 25 preparation of an EIR (the "EIR Consultant"); and 4831-1871-7440.1 -1- 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED AMENDMENT NO.2 TO THAT CERTAIN LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN BERNARDINO VALLEY MUNICIPAL WATER DISTRICT, AND THE SAN BERNARDINO REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING RESOLUTION NO. 2005-127. 3 4 5 WHEREAS, upon repayment, in whole or in part, and from time-to-time of the amounts owed 6 by the Authority to the City and the District, the City and District hereby commit to re-loan 7 additional funds attributable to repayments received from such appropriate federal grant funds 8 only, on an equal basis, to the Authority, so long as the total principal amount as so loaned and 9 outstanding at anyone time, plus any remaining balance so owed to City and District by the 10 Authority never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) in principal at any 11 point in time for either the City or District. 12 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: 13 14 Section 1. The Mayor and Common Council hereby approves Amendment No. 2 15 attached hereto as Exhibit "A". The Mayor of the City of San Bernardino is hereby authorized 16 and directed to execute Amendment No.2, together with such technical and conforming 17 changes as may be approved by the City Attorney. 18 Section 2. Resolution No. 2005-127 is hereby repealed. 19 /II 20 /II 21 /II 22 23 24 25 4831-1871-7440.1 -2- 2005-404 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A REVISED AMENDMENT NO.2 TO THAT CERTAIN LOAN AGREEMENT BY AND AMONG THE CITY OF SAN BERNARDINO, THE SAN BERNARDINO VALLEY MUNICIPAL WATER DISTRICT, AND THE SAN BERNARDINO REGIONAL WATER RESOURCES AUTHORITY, AND REPEALING RESOLUTION NO. 2005-127. 3 4 5 This Resolution shall take effect upon its adoption and execution in the Section 2. 6 manner as required by the City Charter. 7 8 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 9 Common Council of the City of San Bernardino at a j t. regular meeting thereof, held on the 10 5th day of December ,2005, by the following vote to wit: 11 12 Council Members: Aves Navs Abstain Absent ESTRADA --.1L LONGVILLE ---1L- MCGINNIS -X- DERRY X KELLEY X - JOHNSON X MC CAMMACK ---1L- 13 14 15 16 17 18 19 i~J JJ.~ j ~~.~itD~~e&L The foregoing resolution is hereby approved this';};J #1 day of fSeflfJrlixr-, 2005. 20 21 22 23 24 Approv: d as to form and Legal Content: .;?~ 25 4831-1871-7440.1 -3- ORIGINAL AMENDMENT NO.2 TO 2001 LOAN AGREEMENT (City of San Bemanlino and the San Bemanlino Valley Municipal Water District) THIS AMENDMENT NO.2 is entered into this 1! day of ()U~v ,2005, by and among the City of San Bernardino, a California charter city (the "City"), the San Bernardino Valley Municipal Water District, a public water district organized under the laws of the State of California (the "District"), and the San Bernardino Regional Water Resources Authority, a joint powers authority organized pursuant to California Government Code Section 6500, et ~. (the "Authority"). WHEREAS, the Authority was organized for the purpose of determining the most beneficial method of alleviating high ground water problems existing in the City; and WHEREAS, to accomplish its goals and objectives, the Authority is conducting a water resource and storage project formerly known as the San Bernardino Vision 20/20 Project which is now defined as the project described in the current EIR (as defined below) as the North Lake Project and the South Lake Project (collectively, the "Project"); and WHEREAS, the Authority initially retained Ehrenkrantz, Eckstut & Kuhn Architects PC (the "Initial Consultant") to assist in the development and implementation of the Project as initially described; and WHEREAS, the City, the District and the Authority heretofore entered into that certain 2001 Loan Agreement dated as of October 1,2001 (the "Loan Agreement"), pursuant to which each of the City and the District agreed to loan to the Authority separate amounts not to exceed Six Hundred Thousand Dollars ($600,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses ofthe Initial Consultant; and WHEREAS, the City, the District and the Authority heretofore entered into that certain Amendment No.1 to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which each of the City and the District agreed to loan to the Authority separate additional amounts not to exceed an additional Two Hundred Fifty Thousand Dollars ($250,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant and RBF Consultants (the "Consultants") for the next phase in the development and implementation of the Project as redefined by the Authority, to wit: the preparation of an Environmental Impact Report ("EIR") in accordance with the California Environmental Quality Act, as amended and the Guidelines established thereunder; and WHEREAS, upon repayment, in whole or in part, and from time-to-time of the amounts owed by the Authority to the City and the District, the City and District hereby commit to re-loan additional funds attributable to repayments received from such appropriate federal grant funds only, on an equal basis, to the Authority, so long as the total principal amount as so loaned and outstanding at anyone time, plus any remaining balance so owed to City and District Revised 11/29/05 by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) in principal at any point in time for either the City or District. NOW, THEREFORE, in consideration of the premises and such other good and valuable consideration, receipt of which is acknowledged by the parties, the parties hereto agree as follows: Section 1. Except as hereby amended, the Loan Agreement, as amended by Amendment No.1, is in all respects ratified and confirmed and all of the terms, provisions and conditions thereof shall be and remain in full force and effect. Section 2. Except as otherwise provided herein, all terms not otherwise defined in this Amendment No.2 shall have the same meanings in this Amendment No.2 as those terms are given in the Loan Agreement, as previously amended. Section 3. Paragraph numbered 1 of the Loan Agreement IS amended by adding the following at the end of said Paragraph: "Upon repayment, in whole or in part, and from time-to-time of the outstanding Eight Hundred Fifty Thousand Dollars ($850,000) owed by the Authority to each the City and District, the City and District commit to re-loan additional funds which are received as loan repayments from the Authority attributable to appropriate federal grant funds only on an equal basis to the Authority upon receipt of the Authority's written request for such subsequent loan, provided that the total principal amount as so loaned by each of the City and the District, plus any remaining principal balance so owed to the City and District by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) at any point in time, for either the City or District, subject to the limitations contained in Paragraph 2 of this Agreement. The President of the Authority shall be hereby authorized to act for and on behalf of the Authority to request in writing such additional loan of funds from the City and the District in such amounts and subject to the requirements as set forth above." Section 4. Paragraph numbered 2 of the Loan Agreement is hereby amended in its entirety to read as follows: "2. Use of City/District Loan. The Authority shall use the City/District Loan proceeds solely for the purposes of paying fees and other routine expenses associated with the normal operations and administrative activities of the Authority, such as costs of the project manager, legal counsel, the remaining invoices of the Consultant related to the EIR and for such other fees and other necessary and normal expenses reasonably incurred by the Revised 11/29/05 2 Authority related to the Project. It is understood that future specific Project-related tasks with respect to (i) the North Lake Project will be the primary responsibility of the District, and (ii) the South Lake Project will be the primary responsibility of the City, including, but not limited to, relocation, planning, NEPA analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively. The parties recognize that the City remains committed with its support for the North Lake Project to be undertaken by the District, and the District remains committed with its support for the South Lake Project to be undertaken by the City. Nothing contained herein shall prevent the parties, together with the Authority, from jointly applying for, receiving, and using for the payment of Project costs such grant funds, bond proceeds, and other jointly obtained funding sources as the parties may so obtain. Notwithstanding any other proVISIOns of this section, it IS understood by the parties that beginning July 1, 2005, the City/District Loan proceeds shall be used only for expenditures that are made in accordance with an Expenditure Plan that shall be annually adopted by the Authority. For the fiscal year beginning July 1, 2005, the Expenditure Plan for the Authority shall be as follows: Project manager services: Routine legal services: Audit services: Office expenses: Other misc expenses: Total FY 05-06 Budget: $60,000 24,000 5,000 5,000 6,000 $100,000 Beginning July 1,2005, the Authority may use CitylDistrict Loan proceeds for expenses other than those contained in the Expenditure Plan only upon the approval of the Mayor and Common Council of the City and the Board of Directors of the District. " Section 5. This Amendment No.2 may be executed in counterparts, each of which shall be an original, and all of which shall constitute but one and the same instrument. Revised 11/29/05 3 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.2 as of the date first above written. CITY City of San BerJlardino By: ATT~ ... By: ~~ J:1~;<J;f-~ City C1erk 1/ ~ APPROVED AS TO FORM AND LEGAL CONTENT: -::J >~/I~ -1-4 -7 (19 City Attorney DISTRICT By C. Patrick Milligan President ATT~~ .. . By: - ~;O Secretary ( Revised 11/29/05 4 AUTHORITY By: 'Regional Water Resource Authority (SEAL) ATTES~ BY~~~ --- Secretary APPROVED AS TO FORM: ny~~ Revised 11129/05 5 AMENDMENT NO.2 TO 2001 LOAN AGREEMENT (City of San Bernardino and the San Bernardino Valley Municipal Water District) THIS AMENDMENT NO.2 is entered into this 'i' day of 1;"':' J.< ,2005, by and among the City of San Bernardino, a California charter city (the "City"), the San Bernardino Valley Municipal Water District, a public water district organized under the laws of the State of California (the "District"), and the San Bernardino Regional Water Resources Authority, a joint powers authority organized pursuant to California Government Code Section 6500, et ~. (the "Authority"). WHEREAS, the Authority was organized for the purpose of determining the most beneficial method of alleviating high ground water problems existing in the City; and WHEREAS, to accomplish its goals and objectives, the Authority is conducting a water resource and storage project formerly known as the San Bernardino Vision 20/20 Project which is now defined as the project described in the current EIR (as defined below) as the North Lake Project and the South Lake Project (collectively, the "Project"); and WHEREAS, the Authority initially retained Ehrenkrantz, Eckstut & Kuhn Architects PC (the "Initial Consultant") to assist in the development and implementation of the Project as initially described; and WHEREAS, the City, the District and the Authority heretofore entered into that certain 2001 Loan Agreement dated as of October 1,2001 (the "Loan Agreement"), pursuant to which each of the City and the District agreed to loan to the Authority separate amounts not to exceed Six Hundred Thousand Dollars ($600,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant; and WHEREAS, the City, the District and the Authority heretofore entered into that certain Amendment No.1 to 2001 Loan Agreement dated as of October 21, 2002, pursuant to which each of the City and the District agreed to loan to the Authority separate additional amounts not to exceed an additional Two Hundred Fifty Thousand Dollars ($250,000.00) for each of the City and the District for the purposes of paying the fees and authorized expenses of the Initial Consultant and RBF Consultants (the "Consultants") for the next phase in the development and implementation of the Project as redefined by the Authority, to wit: the preparation of an Environmental Impact Report ("EIR") in accordance with the California Environmental Quality Act, as amended and the Guidelines established thereunder; and WHEREAS, upon repayment, in whole or in part, and from time-to-time of the amounts owed by the Authority to the City and the District, the City and District hereby commit to re-Ioan additional funds attributable to repayments received from such appropriate federal grant funds only, on an equal basis, to the Authority, so long as the total principal amount as so loaned and outstanding at anyone time, plus any remaining balance so owed to City and District ReVISed 11/29/05 by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) in principal at any point in time for either the City or District. NOW, THEREFORE, in consideration of the premises and such other good and valuable consideration, receipt of which is acknowledged by the parties, the parties hereto agree as follows: Section 1. Except as hereby amended, the Loan Agreement, as amended by Amendment No.1, is in all respects ratified and confirmed and all of the terms, provisions and conditions thereof shall be and remain in full force and effect. Section 2. Except as otherwise provided herein, all terms not otherwise defined in this Amendment No.2 shall have the same meanings in this Amendment No.2 as those terms are given in the Loan Agreement, as previously amended. Section 3. Paragraph numbered 1 of the Loan Agreement IS amended by adding the following at the end of said Paragraph: "Upon repayment, in whole or in part, and from time-to-time of the outstanding Eight Hundred Fifty Thousand Dollars ($850,000) owed by the Authority to each the City and District, the City and District commit to re-loan additional funds which are received as loan repayments from the Authority attributable to appropriate federal grant funds only on an equal basis to the Authority upon receipt of the Authority's written request for such subsequent loan, provided that the total principal amount as so loaned by each of the City and the District, plus any remaining principal balance so owed to the City and District by the Authority, never exceeds Eight Hundred Fifty Thousand Dollars ($850,000) at any point in time, for either the City or District, subject to the limitations contained in Paragraph 2 of this Agreement. The President of the Authority shall be hereby authorized to act for and on behalf of the Authority to request in writing such additional loan of funds from the City and the District in such amounts and subject to the requirements as set forth above." Section 4. Paragraph numbered 2 of the Loan Agreement is hereby amended in its entirety to read as follows: "2. Use of CityIDistrict Loan. The Authority shall use the City/District Loan proceeds solely for the purposes of paying fees and other routine expenses associated with the normal operations and administrative activities of the Authority, such as costs of the project manager, legal counsel, the remaining invoices of the Consultant related to the EIR and for such other fees and other necessary and normal expenses reasonably incurred by the Revised 11/29/05 2 Authority related to the Project. It is understood that future specific Project-related tasks with respect to (i) the North Lake Project will be the primary responsibility of the District, and (ii) the South Lake Project will be the primary responsibility of the City, including, but not limited to, relocation, planning, NEP A analysis, property acquisition, and other activities associated with the planning, design and construction of the North Lake Project and the South Lake Project, respectively. The parties recognize that the City remains committed with its support for the North Lake Project to be undertaken by the District, and the District remains committed with its support for the South Lake Project to be undertaken by the City. Nothing contained herein shall prevent the parties, together with the Authority, from jointly applying for, receiving, and using for the payment of Project costs such grant funds, bond proceeds, and other jointly obtained funding sources as the parties may so obtain. Notwithstanding any other provIsions of this section, it IS understood by the parties that beginning July 1, 2005, the CitylDistrict Loan proceeds shall be used only for expenditures that are made in accordance with an Expenditure Plan that shall be annually adopted by the Authority. For the fiscal year beginning July 1, 2005, the Expenditure Plan for the Authority shall be as follows: Project manager services: Routine legal services: Audit services: Office expenses: Other misc expenses: Total FY 05-06 Budget: $60,000 24,000 5,000 5,000 6,000 $100,000 Beginning July 1,2005, the Authority may use City/District Loan proceeds for expenses other than those contained in the Expenditure Plan only upon the approval of the Mayor and Common Council of the City and the Board of Directors of the District. " Section 5. This Amendment No.2 may be executed in counterparts, each of which shall be an original, and all of which shall constitute but one and the same instrument. Revised 11/29/05 3 IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment No.2 as of the date first above written. CITY City of San Bergardino , By: ATTEST: By tL d4J f+.~ //;'- {'A,i-- City Clerk / ~ APPROVED AS TO FORM AND LEGAL CONTENT: ,'-'- i .~/~ City Attorney DISTRICT C. Patrick Milligan President B' ^T~ BY:r ~ Secretary ----------- . ReVised 11/29/05 4 (SEAL) AUTHORITY :~T~~ Secretary APPROVED AS TO FORM: By: v~~ Autl1 nty ounsel RevISed 11/29/05 5