HomeMy WebLinkAbout1979-241
. ,(.~" .
, -..
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
27
28
".. .'. ~_.
".
~
'.
.
RESOLUTION NO. f7' oS? (/ (
RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN
URBAN DEVELOPMENT ACTION GRANT AGREEMENT WITH THE UNITED STATES DEPARTMENT OF
HOUSING AND URBAN DEVELOPMENT RELATING TO MERVYN'S DEPARTMENT STORE DEVELOPMEN
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City of San Bernardino is hereby authorized
and directed to execute on behalf of said City an agreement with the United
States Department of Housing and Urban Development relating to the Mervyn's
Department Store development, a copy of which is attached hereto, marked
Exhibit "A" and incorporated herein by reference as fully as though set forth
at length.
I HEREBY CERTIFY that the foregoing resolution was duly adopted by the
Mayor and Common Council of the City of San Bernardino at a
~D( ~(O/J
\..!.v AI.L/
/
/ AYES:
meeting thereof, held on the ;,J'~
, 1979, by the following vote, to wit:
, ~~/'~
coun~~~n('alZ4.b~ 'W k-,~'
.Tt, k_J> y(A-~, .oJ/2<4,JL(
~Jiwj
day of
NAYS: ~-7 Lf2<l L,G
ABSENT:
r~ . r,
,(let lLC'Ll" in)1
l,,1 f~Ll'--
~ ~/~.r~
./ City C erk
Tne foregoing resolution is hereby approved this
/' YM./ day of
/'f~j
/
, 1979.
,
. .
, .
~
'.
.
.
,
. -'0_ ~ ",/1
1::0<1 ./, 0..( 11
UNITED STATES DEPARTMENT OF HOUS ING AND URBAN DEVELOPMENT
ASS ISTANT SECRETARY FOR COMMUNITY PLANNING AND DEVELOPMENT
Office of Urban Development Action Grants
U D A G
GRANT AGREEMENT
Urban Development Action Grant
Under Section 119
of the
Housing and Community Development Act of 1974
(Public Law 93-383, as Amended)
Name of Recipient:
Ci t of San Bernardino
Address of Recipient:
Mayor's Office
Ci ty of San Bernardino
San Bernardino, California 92418
Grant
Mgr
A N
Grant
Category
D C I R 0
UDAG Grant Number:
B-79-AA-06-0522
Fiscal Year:
1979
Award Date:
March 31, 1979
Amount of Grant
$761,200
UDAG OFFICE USE ONLY
Devel
Off
M A
Effective
Date
Ratio
UDAG PVT.
1
,
o .
,
INTRODUCTORY
Preamble
Recitals
.
.'
U D A G
TABLE OF CONTENTS
GRANT AGREEMENT
ARTICLE I - GENERAL PROVISIONS
Section 1.01
Section 1.02
Section 1.03
Contents of Agreement
Exhibits Incorporated
General Definitions
ARTICLE II - AMOUNT AND AUTHORIZED USES OF GRANT FUNDS
Section 2.01
Section 2.02
Section 2.03
Section 2.04
Grant Assistance Provided
Authorized Uses of Grant Funds
Adjustments to Grant Funds
Recipient's Use of Grant Revenues
ARTICLE III - DISBURSEMENT OF GRANT FUNDS
Section 3.01
Section 3.02
Section 3.03
Section 3.04
Section 3.05
Section 3.06
Letter of Credit Procedures
Incurring Costs for UDAG Funded Activities
Incurring Costs for Non-UDAG Funded Activities
Authorization by the Secretary for the
Recipient to Draw Funds
Reimbursement of Costs
Conditions Precedent to Recipient's
Draw of Funds Under Letter of Credit
ARTICLE IV - COMPLIANCE WITH FEDERAL PROTECTIVE RULES
Section 4.01
Section 4.02
Delegation and Acceptance of Responsibilities
Under Federal Protective Rules
Environmental Requirements
Page
1
1
Page
2
2
2
Page
5
5
5
5
Page
7
8
10
10
11
12
Page
14
14
ARTICLE V - REPRESENTATIONS. WARRANTIES AND SPECIFIC OBLIGATIONS Page
Section 5.01
Section 5.02
Section 5.03
Section 5.04
Section 5.05
Recipient's Representations and Warranties 15
Obligation to Complete UDAG Funded
Activities As Scheduled 17
Obligation to Achieve Projected Jobs 17
Obligation to Cure Title Defects 18
Notification and Action Upon Events of Default 19
ARTICLE VI - INSPECTION AND REVIEW Page
Section 6.01
Section 6.02
Section 6.03
Section 6.04
Duty to Maintain, and Rights to Inspect
and Copy, Books, Records and Documents
Site Visits
Duration of Inspection Rights
Reports
ARTICLE VII - DEFAULTS AND REMEDIES
Section 7.01
Section 7.02
Defaults
Remedies Upon Event of Default and Default
ARTICLE VIII - CERTIFICATIONS BY RECIPIENT
Section 8.01
Section 8.02
Certifications Upon Draw of Funds
Environmental Certifications
(i)
20
20
20
20
Page
21
21
Page
23
23
.,
'.
, .", ~ "
.
,
TABLE OF CONTENTS - Continued
Escrow of Revenues
Revenues Applied To Costs
Revenues for Title I Activities
Assurance of Governmental Approvals
Completion of Project
Assurances of Projected Jobs
Maintaining Records and Right to Inspect
Access to Project
No Assignment or Succession
Secretary Approval of Amendments
Disclaimer of Relationships
Page
25
25
25
25
26
26
27
27
27
28
28
ARTICLE IX - THIRD PARTY CONTRACT REQUIREMENTS
Section 9.01
Section 9.02
Section 9.03
Section 9.04
Section 9.05
Section 9.06
Section 9.07
Section 9.08
Section 9.09
Section 9.10
Section 9.11
Opinions of Recipient's Attorney
Commitments of Participating
Parties - In General
Form of Documentary Evidence - General
Evidence of Contracts - Form
Evidence of Loan Commitment - Form
Evidence of Loans - Form
Evidence of Investor's Equity - Form
Evidence of Finances Satisfactory
to Counsel - Form
Anti-Speculation Provisions - Sale
of Real Property
Evidence of Title to Real Property - Form
Page
29
29
30
30
31
32
33
33
34
35
ARTICLE X - EVIDENTIARY MATERIALS
Section 10.01
Section 10.02
Section 10.03
Section 10.04
Section 10.05
Section 10.06
Section 10.07
Section 10.08
Section 10.09
Section 10.10
Notices
Assignment
Successors Bound
Remedies Not Impaired
Indemnification
Cumulative Remedies
Severability
Entire Agreement
Execution in Counterparts
Table of Contents; Titles and Headings
Amendment of this Grant Agreement
Disclaimer of Relationships
Governing Law
Waiver by Secretary
Effective Date
Page
37
37
38
38
38
38
38
38
39
39
39
39
39
40
40
ARTICLE XI - MISCELLANEOUS
Section 11.01
Section 11.02
Section 11.03
Section 11.04
Section 11.05
Section 11.06
Section 11.07
Section 11.08
Section 11.09
Section 11.10
Section 11.11
Section 11.12
Section 11.13
Section 11.14
Section 11.15
EXHIBIT A
EXHIB IT B
EXHIBIT C
EXHIBIT D
EXHIB IT E
EXHIBIT F
SCHEDULE OF EXHIBITS
SUPPLEMENTARY PROVISIONS
DESCRIPTION OF UDAG FUNDED ACTIVITIES
DESCRIPTION OF NON-UDAG FUNDED ACTIVITIES
PROJECT BUDGET - SUMMARY OF PROPOSED EXPENDITURES
REQUIRED EVIDENTIARY MATERIALS
PROJECT PERFORMANCE SCHEDULE
(ii)
. ,
< .
.
.
PREAMBLE
1
THIS GRANT AGREEMENT is made and entered into by and
2 between THE SECRETARY OF HOUSING AND URBAN DEVELOPMENT, acting
3 by and through the Assistant Secretary for Community Planning and
4 Development, as representative of the United States of America,
5 and the Recipient.
6
7
RECITALS
8
I
9 THE RECIPIENT has applied to the Secretary for grant
10 assistance under the UDAG Program to undertake activities which
11 are consistent with the provisions of Section 119 of the Act and
12 the UDAG Regulations; and
13
14 THE SECRETARY, in reliance upon the representations set
15 forth in the Application, has approved the award of grant funds to
161 the Recipient, to be expended by the Recipient in conformity with
17 the requirements and provisions of this Grant Agreement;
18
19 IN CONSIDERATION of the mutual promises and covenants
20 contained in this Grant Agreement, the Secretary and the Recipient
21 agree as follows:
221
23
24
25
i
26'
27
28
291
301
I
311
32 I
I
,
I 1.
I
II
!I
'.
.
4'" "
, '
ARTICLE I
GENERAL PROVISIONS
1
Section 1.01 Contents of ~reement
2 This agreement between the parties hereto relating to
3 the Project shall consist of this Grant Agreement, the Application,
4 and all exhibits hereto, as the same may, from time to time, be
5 amended.
6
7
Section 1.02 Exhibits Incorporated
All exhibits which are referred to in this Grant
8 Agreement and are attached hereto, are incorporated herein and
9 made a part hereof.
10
11
Section 1.03 General Definitions
For all purposes, unless specifically provided other-
12 wise or the context otherwise requires, when used in this Grant
13 Agreement:
14
(1) '~ct" means the Housing and Community Development
15 Act of 1974, Pub. L. No. 93-383, as amended.
16
17
181
I
19
20
21
221
I
23 !I
(2) '~pplication" means the Application For Federal
Assistance, and such other submittals by the Recipient, as are
specified in Exhibit A to this Grant Agreement.
(3) "Default" means any event of default set forth in
subsection (a) of Section 7.01 of this Grant Agreement which con-
tinues for the period set forth in subsection (b) of said Section
7.01.
(4) "Eligible Costs" means costs incurred by the
24
25
26
27
Recipient for purposes authorized by Section 2.02 and more part-
icularly described in Exhibit D to this Grant Agreement, provided
that such costs (i) are not incurred in connection with any
activity which, under 24 C.F.R. Part 570, as the same may be from
time to time amended, is ineligible under the UDAG Program, and
28
29
30
31
(ii) conform to the requirements of Attachment B to Federal
Management Circular 74-4 (Cost Principles Applicable to Grants and
Contracts with State and Local Government), as the same may be
321 from time to time amended.
I
I
I
II
II
;J
For purposes of determining the
2.
. .
I,
, .
.
.
1 conformity of costs to said Attachment B, all costs set forth in
2 Section C thereof except for "prearrangement costs" and "proposal
3 costs" (which are eligible only to the extent authorized in Section
4 570.454 of 24 C.F.R. Part 570) may be considered eligible without
5 prior approval of the Secretary.
6
(5) '~nvironmental Conditions" means the conditions
7 imposed by law, applicable regulations and the provisions of
8 Sections 3.02, 3.03, 3.05, 3.06, 4.02 and 8.02 of this Grant
9 Agreement which prohibit or limit the commitment and use of grant
10 funds until certain procedural requirements have been completed.
11
(6) '~nvironmental Requirements" means the requirements
12 described in Sections 4.01 and 4.02 of this Grant Agreement.
13
(7) '~nvironmental Studies" means all eligible
14 activities necessary to produce an "environmental document", as
15 that term is defined at Section 1508.10 of 40 C.F.R. Part 1508, or
16 to comply with the requirements of 24 C.F.R. Part 58, or the
17 requirements of Sections 4.01 or 4.02 of this Grant Agreement.
18
(8) 'Tederal Protective Rules" means all rules which
19 are established by Federal statutes and regulations for the pro-
20 tection of persons or property, or for the protection of things
211 environmental, historic, cultural, flora or fauna.
2211
II
22431'1' HouSing and Urban Development.
(10) ''Letter of Credit" means the letter of credit to
2511 be issued or amended by the Department of the Treasury pursuant
2611 to Section 3.01 of this Grant Agreement.
271
I
28
(9)
'~UD" means the United States Department of
(11)
''Non-UDAG Funded Activities" means those activities
not directly assisted with UDAG Program funds, the assured complet-
29 ion of which was relied upon by the Secretary in selecting the
30 Recipient for the award of funds under this Grant Agreement, which
31 activities are more particularly described in Exhibit C to this
32 I Grant Agreement.
II
II
II
I'
,I
II
3.
.
.
. .
.'
1
(12) "Participating Party" means any person, firm, corp-
2 oration or entity identified as such in Exhibit A to this Grant
3 Agreement.
4 (13) "Project" means the group of integrally related
5 activities described in the Application which are to be carried
6 out to meet the objectives of the UDAG Program, and includes all
7 UDAG Funded Activities together with all Non-UDAG Funded Activities.
8 (14) ''Recipient'' means the local governmental entity
9 receiving UDAG Program funds pursuant to this Grant Agreement, as
10 more particularly identified on the cover page to this Grant
11 Agreement.
12 (15) "Secretary" means the Secretary of Housing and
13 Urban Development or any other official of HUD to whom the
14 Secretary has delegated authority to act with respect to matters
15 covered by this Grant Agreement.
16 (16) "UDAG Funded Activities" means those activities to
17 be directly assisted with UDAG Program funds, which activities are
18 more particularly described in Exhibit B to this Grant Agreement.
19 (17) "UDAG Program" means the Urban Development Action
20 Grant Program established by HUD pursuant to Section 119 of the Act.
21 (18) 'WAG Regulations" means the regulations set forth
22 in 24 C.F.R. Part 570, Subpart G, as the same may from time to
23 time be amended.
24
25
26
27
28,
29
30
31
32
4.
. .
.
.
ARTICLE II
AMOUNT AND AUTHORIZED USES OF GRANT FUNDS
1
Section 2.01 Grant Assistance Provided
2
In consideration of the various obligations undertaken
3 by the Recipient pursuant to this Grant Agreement, and in consid-
4 eration of the obligations to be undertaken by Participating
5 Parties, as represented by the Recipient in the Application, the
6 Secretary agrees, subject to the terms and conditions set forth
7 herein, to provide the Recipient with grant funds in the amount
8 specified in Exhibit A to this Grant Agreement.
9
10
Section 2.02 Authorized Uses of Grant Funds
The funds provided to the Recipient pursuant to this
11 Grant Agreement shall be used in connection with the UDAG Funded
12 Activities described and depicted in Exhibit B to this Grant
13 Agreement and shall be so used solely for the authorized purposes
14 described in Exhibit D to this Grant Agreement.
15
Section 2.03 Ad;ustments to Grant Funds
The amount of grant funds which the Secretary has agreed
,
161
171
181
191
20 il
2J
1
,
221
I
to provide to the Recipient under this Grant Agreement has been
determined by the Secretary, in part, in reliance upon the cost
estimates of the Recipient with respect to the UDAG Funded Activ-
ities set forth in the Application, and in part, in reliance upon
the investment estimates of Participating Parties with respect to
the Non-UDAG Funded Activities and UDAG Funded Activities set forth
231
24
in the Application. The Secretary reserves the right to reduce
the amount of funds granted under this Grant Agreement (i) to
25 conform to any revision to which the Recipient and the Secretary
2611 may agree with respect to Exhibits B,C or D to this Grant Agreement,
27 I or (ii) if the actual costs for UDAG Funded Activities are lower
2811 than those set forth in Exhibits B or D to this Grant Agreement.
I
29 Section 2.04 Recipient's Use of Grant Revenues
30
(a) The Secretary shall have the right to require all
31 I revenues received by the Recipient, or by any Participating Party,
321 which are derived in whole or in part by the use of grant funds,
I
s.
I
II
"
17
181
191
1
20
21
22j
23
241
I
251
2611
2711
I
,
28
29
30
31
321
I
I
II
II
:,
.
.
1 prior to the completion of all UDAG Funded Activities, to be
2 deposited into an escrow, under arrangements approved by the
3 Secretary, in order to provide funds to assure completion of the
4 UDAG Funded Activities. The Secretary may exercise said right
5 either by specifying such requirement at Exhibit A to this Grant
6 Agreement, or by separate written instructions to the Recipient
7 delivered at any time prior to the completion of all UDAG Funded
8 Activities and the draw of funds to reimburse costs incurred for
9 such activities.
10
(b) Unless otherwise specifically authorized or
11 required at Exhibit A to this Grant Agreement, all revenues which
121 are received by the Recipient, or by any Participating Party,
13 during the term of this Grant Agreement and prior to completion
14 of all UDAG Funded Activities, which are derived in whole or in
15 part by the use of grant funds, shall be used to reimburse costs
16 incurred for UDAG Funded Activities. Such revenues shall be so
used in place and instead of any draw under the Letter of Credit,
to the extent adequate to reimburse costs so incurred.
(c) Unless otherwise specifically authorized or
required at Exhibit A to this Grant Agreement, all revenues
received by the Recipient, or by any Participating Party, after
the completion of all UDAG Funded Activities, which are derived in
whole or in part by the use of grant funds, shall be used by the
Recipient, or by the Participating Party subject to the approval
of the Recipient, for community or economic development activities
which would be eligible for assistance under Title I of the Act.
6.
. .
ARTICLE III
DISBURSEMENT OF GRANT FUNDS
1
2
31 Secretary
Section 3.01 Letter of Credit Procedures
(a) Promptly after it has become effective and the
has received, from the Recipient, not less than three (3)
4 fully executed copies of this Grant Agreement, the Secretary shall
5 cause a Letter of Credit to be issued to the Recipient by the
6 Department of the Treasury, or shall cause the Letter of Credit
7 previously issued to the Recipient by the Department of the
8 Treasury with respect to the Community Development Block Grant
9 Program under Title I of the Act to be increased, in accordance
10 with procedures established by the Department of the Treasury, in
11 an amount not to exceed the amount of grant funds referenced in
12 Section 2.01 and specified in Exhibit A to this Grant Agreement.
131 (b) The issuance or increase of a Letter of Credit
14 shall not, thereby, authorize the Recipient to use such Letter of
15 Credit or to reimburse any costs out of funds of this grant. The
161 authorization to use the Letter of Credit and to reimburse costs
17i out of grant funds shall be governed by the provisions of Section
18i 3.05 of this Grant Agreement and shall be subject to all conditions
19 precedent to the Recipient's draw of funds which are specified in
201 Section 3.06 of this Grant Agreement. The Recipient shall not
211 draw upon the Letter of Credit unless and until the Secretary has
2211 so authorized the Recipient, pursuant to Section 3.04 of this
23 il Grant Agreement.
24! (c) The Recipient is authorized to draw funds against
25 the Letter of Credit only in accordance with the provisions of this
261 Grant Agreement and the procedures established by the Secretary
I
271 and the Department of the Treasury. No payment by the Department
28 of the Treasury of an improper or unauthorized draw to the
29 Recipient shall, to any extent, constitute a waiver of the right
30 of the Secretary subsequently to challenge the validity of such
311' draw, to enforce all rights and remedies set forth in Article VII
,I
3211 of this Grant Agreement, or to take corrective or remedial
I
7.
1
II
,I
.
.
",
1 administrative action pursuant to the UDAG Regulations, which
2 action may include, without limitation, suspension or termination
3 of the Recipient's funding under this Grant Agreement.
4
(d) The disposition of any funds provided under this
5 Grant Agreement that remain available under the Letter of Credit
6 following completion of the UDAG Funded Activities or the termin-
7 ation of this Grant Agreement by the Secretary or its termination
8 for any cause shall be in accordance with close-out procedures then
9 in effect or established by the Secretary, and the Recipient shall
10 neither have nor retain any rights whatsoever with respect to such
11 funds by virtue of this Grant Agreement.
12
13
Section 3.02 Incurring Costs for UDAG Funded Activities
(a) This grant and the use of grant funds are condit-
14 ioned upon the Recipient incurring costs which are to be reimbursed
15 under this grant only in accordance with the authority specified
161
17
in this Grant Agreement, or otherwise approved by the Secretary
in writing. The incurring of costs to be reimbursed out of funds
18 of this grant shall be governed by the following:
19
(1) Eligible administrative costs, including, but
20 not limited to, costs of Environmental Studies, may be incurred
21 before or after the date of this Grant Agreement.
22
(2) Except for eligible administrative costs,
23 including costs of Environmental Studies, and except as specified
24 I at paragraph (3) of this subsection (a), below, no costs to be
25 reimbursed out of funds of this grant may be incurred by the
1
261 Recipient or by any Participating Party, until all of the
2711 Environmental Conditions of this Grant Agreement have been fully
28!1 satisfied, including the issuance by the Secretary of all required
j
291 environmental releases, in accordance with Section 8.02 of this
30 Grant Agreement.
,
311
I,
321! Environmental
I'
II
'I
II
q
,
(3) If the Recipient has not satisfied all of the
Conditions, or the Secretary has not issued the
8.
. .,',
. 'I
.
.
I
1 required releases, as aforesaid, then, after the effective date of
2 this Grant Agreement and until all of the Environmental Conditions
3 have been satisfied and said releases issued, the only costs to be
4 reimbursed out of grant funds which may be incurred by the
5 Recipient or by Participating Parties (other than for administrat-
6 ion and for [nvironmental Studies) shall be as follows:
7
(i) Eligible Costs for the development of
8 plans or designs, or for the performance of other work necessary
9 to support an application for any Federal, State or local permits,
10 or assistance, or to support an application for debt financing.
I
11 (ii) Eligible Costs not affecting the
12 environment which, by their nature, in the ordinary course of
13 events, involve critical time limitations or requirements (e.g.,
14 long leadtime equipment or material purchase orders; expiring
15 purchase options; solicitations for bids).
161 (Hi) Eligible Costs not aftecting the
1711 environment which the Secretary, in writing, specifically author-
I
lsi izes to be incurred.
191
(4)
After the Recipient has satisfied all of the
20 Environmental Conditions and the Secretary has issued the required
211
I
22 !I
231 Participating Parties may incur Eligible Costs which are to be
24 'I reimbursed out of funds of this grant.
2511
26:1 Section 3.02, above, to incur costs, is not an authorization to
2711 reimburse those costs and does not mean or imply that such costs
2sl1 will, in fact, be reimbursed out of grant funds. It means the
II
2911 Recipient and Participating Parties may, voluntarily, and at their
I'
30'1 own risk, and upon their own credit and expense, incur costs as
311. authorized at said subsection (a), above, but their authority to
I
environmental releases, as aforesaid, then, at any time after
effective date of this Grant Agreement, the Recipient and the
the
(b)
The authorization in subsection (a) of this
32 reimburse or to be reimbursed out of grant funds shall be governed
9.
.
.
I>'. .
1 by the provisions of this Grant Agreement applicable to the
2 reimbursement of costs and the release of funds by the Secretary.
3
(c) Neither the Recipient nor any Participating Party
4 shall incur any costs or take any action in connection with any
5 UDAG Funded Activity, even though such costs or action will not be
6 reimbursed or funded out of grant funds, unless such costs could be
7 incurred or such action could otherwise be taken pursuant to
8 subsection (a) of this Section 3.02, above, if such costs or actions
9 were to be reimbursed or funded out of grant funds.
10 Section 3.03 Incurring Costs for Non-UDAG Funded
11 Activities
12 The Recipient shall not incur any costs, or take any
13 action, in connection with any Non-UDAG Funded Activity, other than
14 any cost which could be incurred or action which could be taken
15 pursuant to subsection (a) of Section 3.02, in the case of a UDAG
161
I
17
18
19!
20
21 I
2211
2311
!I
24,1
II
25 II
2611
'I
I
271
i
281
29 il
30 II
31 il
32 \,
I'
I!
II
II
II
"
!
Funded Activity, until all of the Environmental Conditions of this
Grant Agreement have been satisfied, including the issuance by the
Secretary of all required environmental releases in accordance
with Section 8.02 of this Grant Agreement.
Section 3.04 Authorization by the Secretary for the
Recipient to Draw Funds
(a) If Exhibits E or F to thi s Grant Agreement do not
require or authorize the phasing or staging of the Recipient's
draw of funds, then upon a finding by the Secretary that the
Recipient has submitted, in a timely manner and in acceptable form
and content, all of the evidentiary materials required by this
Grant Agreement to be submitted to and accepted by the Secretary;
and upon acceptance and approval by the Secretary of said evident-
iary materials; and if no event of detault has occurred, as define
at subsection (a) of Section 7.01 of this Grant Agreement, the
Secretary shall promptly issue to tbe Recipient a written author-
ization to draw grant funds under the Letter of Credit, for all
10.
. '
. ,
.
.
1 of the UDAG Funded Activities specified at Exhibit B to this Grant
2 Agreement.
3
(b) If Exhibits E or F to thi s Grant Agreement do requi re
4 or authorize the phasing or staging of the Recipient's draw of
5 funds, then upon a finding by the Secretary that the Recipient has
6 submitted, in a timely manner and in acceptable form and content,
7 all of the evidentiary materials specified and required at said
8 Exhibit E to be submitted to and accepted by the Secretary respect-
9 ing any particular phase or stage of the draw of funds; and upon
10 acceptance and approval by the Secretary of said evidentiary
11 materials; and if no event of default has occurred, as defined at
12 subsection (a) of Section 7.01 of this Grant Agreement, the
13 Secretary shall promptly issue to the Recipient a written author-
14 ization to draw funds under the Letter of Credit in accordance
15 with any requirements or authorizations described at said Exhibit E
161
171
I
181
19!
201
respecting the particular phase or stage of the draw of funds.
Section 3.05 Reimbursement of Costs
(a) No costs shall be reimbursed by the Recipient out
of grant funds prior to the issuance by the Secretary of a written
authorization to draw funds under the Letter of Credit, pursuant
21 to Section 3.04 of this Grant Agreement.
,
22:
23!
241
I
25 !
26
(b) All evidentiary materials required by this Grant
Agreement to be submitted to and approved or accepted by the
Secretary, as conditions precedent to the Recipient's authority to
reimburse costs, shall be so submitted by the Recipient and
approved or accepted by the Secretary before the Secretary will
27 issue any authorization to the Recipient to draw funds under the
2811 Letter of Credit.
II
29 Ii (c) All certifications and other materials required by
I'
30 II this Grant Agreement to be submitted to the Secretary as conditions
31 II precedent to the Recipient's authority to reimburse costs shall be
"
!I
3211 so submitted by the Recipient prior to any draw of funds under
I:
"
"
Ii 11
I .
I,
II
"
Ii
"
.
.
,
, .
1 the Letter of Credit.
2
(d) Notwithstanding any of the foregoing subsections
:3 (a), (b) and (c) of this Section 3.05, and notwithstanding the
4 issuance by the Secretary of any unconditional authorization to
5 the Recipient to draw funds under the Letter of Credit, the
6 Recipient is prohibited from reimbursing any costs and from drawing
7 any funds under the Letter of Credit, unless and until the Recipient
8 has satisfied all of the Environmental Conditions of this Grant
9 Agreement and the Secretary has issued all of the required environ-
10 mental releases, in accordance with Section 4.02 of this Grant
11 Agreement.
12
13
14
Section 3.06 Conditions Precedent to Recipient's
Draw of Funds Under Letter of Credit
Prior to the Recipient's reimbursement of any costs with
15 grant funds, and prior to the Recipient's drawing of any grant funds
16 under the Letter of Credit, the following conditions shall have
17 been satisfied:
18
19
(a) General: Conditions Applicable in All Cases
(1) The Recipient shall have satisfied all of the
20 Environmental Conditions of this Grant Agreement.
21
(2) The Secretary shall have issued all of the
22 required environmental releases, in accordance with Section 4.02
23 of this Grant Agreement.
24
(3) The Recipient shall not have been served by the
25 Secretary with any notice suspending the Recipient's authority to
26 draw funds under the Letter of Credit, pursuant to Section 7.02 of
27 this Grant Agreement, nor be in breach of the Recipient's ob1igat-
28 ion to report an event of default, pursuant to subsection (a) of
29 Section 5.05 of this Grant Agreement.
30
31
(b) Specific: Conditions Applicable When Authorization
to Draw Funds is Not Phased or Staged
(1) The Recipient shall have submitted to the
32
12.
.
.
1 Secretary, no later than the date specified at Exhibit F to this
2 Grant Agreement, all of the evidentiary materials required by
3 Exhibit E to this Grant Agreement to be submitted to and approved
4 or accepted by the Secretary.
5
(2) The Secretary shall have approved and accepted
6 said evidentiary materials and shall have issued to the Recipient
7 a written authorization to draw funds under the Letter of Credit.
8
(3) The Recipient shall have submitted to the
9 Secretary all certifications and other materials required by
10 Section 8.01 of this Grant Agreement to be submitted by the
11 Recipient prior to any draw of funds under the Letter of Credit.
12
13
(c) Specific: Conditions Applicable When Authorization
to Draw Funds is Phased or Staged
14 (1) As to each phase or stage of a draw of funds
15 which is described at Exhibits E or F to thi s Grant Agreement, the
16 Recipient shall have submitted to the Secretary, no later than the
171 date specified at Exhibit F to this Grant Agreement, all of the
18 evidentiary materials required by Exhibit E to this Grant Agreement
19 to be submitted to and approved or accepted by the Secretary.
20 (2) As to each such phase or stage of a draw of
21 funds, the Secretary shall have approved and accepted said evident-
221 iary materials and shall have issued to the Recipient a written
23 authorization to draw funds under the Letter of Credit to reimburse
241 costs applicable to that phase or stage.
25
(3) The Recipient shall have submitted to the
26 Secretary all certifications and other materials required by
27 Section 8.01 of this Grant Agreement to be submitted by the
28 Recipient prior to any draw of funds under the Letter of Credit.
29
30 I
31
32
13.
21
221
231
.
.
,','.
ARTICLE IV
COMPLIANCE WITH FEDERAL PROTECTIVE RULES
1
2
:3
Section 4.01 Delegation and Acceptance of
Responsibilities Under Federal Protective Rules
By its execution of this Grant Agreement, the Recipient
4 represents and warrants that it has the legal capacity to assume
5 the responsibilities for compliance with all applicable Federal
6 Protective Rules and agrees and undertakes to assume and carry out
7 all such responsibilities in accordance with all the requirements
8 which are or may be established by the Secretary.
9
10
Section 4.02 Environmental Requirements
(a) The Project which is the subject of this grant is
11 subject to the Environmental Requirements contained in 24 C.F.R.
12 Part 58, as the same may from time to time be amended, and to the
13 requirements of 40 C.F.R. Parts 1500, et seq.
14
(b) The Environmental Requirements contained in
15 24 C.F.R. Part 58 set forth the responsibilities to be assumed and
161 carried out by the Recipient with respect to applicable Federal
17 Protective Rules.
18
(c) No grant funds may be committed by the Recipient,
19 except as provided at Section 3.02 of this Grant Agreement, until
20 all applicable Environmental Requirements have been completed by
the Recipient; all required environmental certifications and
requests for release of funds have been submitted to the Secretary
by the Recipient; and the Secretary has issued all required
24 written environmental releases of funds, as provided at 24 C.F.R.
25' Part 58.
I
26 II
271
281
291
I
311
321,
30
14.
I
'I
'I
..
ARTICLE V
REPRESENTATIONS, WARRANTIES, AND SPECIFIC OBLIGATIONS
1
2
Section 5.01 Recipient's Representations and Warranties
The Recipient has, by and through consultations had
3 between all members of the Recipient's governing body, chief
4 executive officer, chief financial officer, chief clerk, and chief
5 legal officer, and each of them, examined into each of the following
6 and by its execution of this Grant Agreement the Recipient does
7 represent and warrant to the Secretary that:
8
(1) The Recipient is duly organized and validly exist-
9 ing under the laws of the jurisdiction of which the Recipient is
10 a part, and has all requisite power and authority to enter into
11 this Grant Agreement.
12 (2) A resolution, motion or ordinance has been duly
13 adopted, passed or enacted as an official act of the Recipient's
14 governing body, authorizing the execution and delivery of this
15 Grant Agreement by the Recipient and authorizing and directing the
16 person executing this Grant Agreement to do so for and on behalf
17 of the Recipient.
18
(3) This Grant Agreement has been executed and delivered
191 by the Recipient, and by the person executing it for and on behalf
20 of the Recipient, in such manner and form as to comply with all
21 laws of the jurisdiction of which the Recipient is a part, and the
221 Charter and ordinances of the Recipient, which are necessary to be
23, complied with in order to make this Grant Agreement the valid and
24 legally binding act and agreement of the Recipient.
25
(4) Except as set forth in Exhibit A to this Grant
Agreement, there is no action, proceeding, or investigation now
261
27
28
29
pending, nor any basis therefor, known or expected by the Recipient,
which (i) questions the validity of this Grant Agreement, or any
action taken or to be taken under it; or, (ii) is likely to result
301 in any adverse change in the authorities, properties, assets,
31, liabilities, or conditions (financial or otherwise) of the Recipient
I
321 which would impair the Recipient's ability to perform any of the
II
,I 15
il .
II
!I
.
.
1 obligations imposed upon the Recipient by this Grant Agreement.
2
(5) The representations, statements, and other matters
3 contained in the Application were true and complete in all material
4 respects as of the date of filing. Except as set forth in
5 Exhibit A to this Grant Agreement, the Recipient is aware of no
6 event which has occurred since the date of such filing which would
7 require any amendment of the Application (other than an amendment
8 which has been filed with and approved by the Secretary) in order
9 to make such representations, statements, and other matters true
10 and complete in all material respects and not misleading in any
11 material respect. The Recipient is aware of no event or other fact
12 which should have been, and has not been, reported in the
13 Application as material information.
14
(6) The Recipient has obtained or has reasonable assur-
15 ance that there will be obtained all Federal, State and local govern
16 ment approvals and reviews required by law to be obtained by the
17 Recipient for the Project; and all Participating Parties have
18 obtained, or the Recipient has reasonable assurances there will be
19 obtained by such Participating Parties all such approvals and
20 reviews required by law to be obtained by the Participating Parties
211for the Project.
22 (7) Insofar as the capacity of the Recipient to carry
23 out any obligation under this Grant Agreement is concerned, (i) the
24 Recipient is not in material violation of its Charter, or any
251 mortgage, indenture, agreement, instrument, judgment, decree, order,
26' statute, rule or regulation and (ii) the execution and performance
27 of this Grant Agreement will not result in any such violation.
28
(8) None of the principal officials, officers, agents or
29 employees of the Recipient is a Participating Party, or owns or
30 controls any interest in any Participating Party, excepting only
31 as shall have been disclosed in the Application, and, as to any
i
321 such
I
I'
disclosure, the Recipient acknowledges and agrees that the
16.
,I
.
'.
Ilfacts set forth at Exhibit A to this Grant Agreement constitute all
2 of the facts concerning such ownership, control or interest which
3 have been disclosed to the Secretary by the Recipient.
4
5
Section 5.02 Obligation to Complete lmAG Funded
Activities As Scheduled
6
(a) In consideration of the selection of the Recipient
7 for the award of this grant and of the funds provided pursuant to
8 this Grant Agreement, the Recipient unconditionally guarantees to
91 the Secretary, by its execution of this Grant Agreement, the
10 completion of the UDAG Funded Activities described at Exhibit B to
11 this Grant Agreement within the time periods specified at Exhibit F
12 to this Grant Agreement.
13
(b) The Recipient understands and by its execution of
14 this Grant Agreement agrees that the foregoing guarantee means that
15 Recipient shall, to the maximum extent permitted by law, use and
16 apply all of its governmental and proprietary powers, including but
17 not limited to those powers governing taxes, other revenues, credit,
18 eminent domain and appropriations, if necessary, for the purpose of
191 providing any shortfall between funds available under this grant
20 and otherwise, and funds necessary to complete all of the UDAG
21 Funded Activities described at Exhibit B to this Grant Agreement.
Section 5.03 Obligation to Achieve Projected Jobs
221
231
24, Recipient for the award of this grant, the Secretary considered
251 certain representations by Recipient to the Secretary that the use
261! of funds of this grant is expected to create a specific number of
2711 both temporary and permanent new job opportunities, including a
2811 specific number of new permanent job opportunities for persons who,
2911 at the time of their employment, will be persons of low or moderate
I
30 I income, within the meaning of Section 570.3 of 24 C.F.R. Part 570,
31 as the same may be from time to time amended.
(a)
In approving the Application and in selecting the
32
i
I
I
I
II
!I
'i
17.
.
.
1
(b) By its execution of this Grant Agreement, the
2 Recipient acknowledges its representations in the Application
3 pertaining to the creation of jobs and obligates itself to use its
4 best efforts to create, or cause to be created, during the existence
5 of this Grant Agreement, the numbers and kinds of jobs represented
6 in the Application as being expected to be created through the use
7 of funds of this grant.
8
(c) By its execution of this Grant Agreement, the
9 Recipient obligates itself to use all powers available to Recipient
10 to enforce the undertakings or assurances of Participating Parties
11 respecting the creation of jobs which are specified at Exhibit A
12 to this Grant Agreement.
13
14
Section 5.04 Obligation to Cure Title Defects
(a) During the term of this Grant Agreement and until
15 completion of all of the UDAG Funded Activities, the Recipient
16 shall promptly cure, or cause to be cured, any defect in the title
171 to any real property necessary to the completion of said activities,
181 where such defect will or may have an adverse effect on the use of
19' such real property for the purposes intended under the Grant
20 Agreement.
211'
,
2211, this Grant Agreement agrees that the foregoing obligation means
23
(b)
The Recipient understands and by its execution of
that the Recipient shall, to the maximum extent permitted by law,
24 use and apply all of its governmental and proprietary powers,
25 including, but not limited to, those powers governing taxes, other
26 revenues, credit, eminent domain and appropriations, if necessary,
271 for the purpose of assuring the availability, free and clear of
I
2811 adverse and inhibiting title defects, of all real property which
ii
29 i[ is necessary to assure and effect the completion of all of the
II
3011 UDAG Funded Activities.
31 ili
I,
3211
i:
I!
II
I'
il
'I
18.
.
.
1
2
Section 5.05 Notification and Action Upon
Events of Default
3, (a) The Recipient shall promptly give written notice
41 to the Secretary upon the discovery by the Recipient of any event
I
5 of default involving any Participating Party, as described at
6 Section 7.01 of this Grant Agreement.
7
(b) Promptly upon the discovery of any such event of
8 default, the Recipient shall vigorously pursue all remedies which
9 are available to the Recipient under any agreement with any
10 Participating Party, or otherwise, to remove or cure such event of
11 default, or to seek redress or relief from its effects and to preven
121 or mitigate any adverse effects on the Project.
131
14
15
I
16'
I
17
18
19,
20'
21
22'
231
241
2511
,
26!
I
271
281
2911
,I
301
31 I,
I,
Ii
3211
II
,I
II
if
!I
19.
. .
II
111
2
:3
ARTICLE VI
INSPECTION AND REVIEW
Section 6.01 Duty to Maintain, and Rights to Inspect
and Copy, Books, Records and Documents
(a) Except as otherwise provided in this Section 6.01,
4 the Recipient shall keep and maintain such books, records and other
5 documents as shall be required under rules and regulations now or
6 hereafter applicable to grants made under the UDAG Program,
7 including but not limited to 24 C.F.R. 570.907, and as IThaY be
8 reasonably necessary to reflect and disclose fully the amount and
9 disposition of the funds provided under this Grant Agreement, the
10, total cost of the UDAG Funded Activities, and the amount and nature
1110f all investments related to the UDAG Funded Activities which are
12 supplied or to be supplied by other sources.
13
(b) All such books, records and other documents shall
14 be available at the offices of the Recipient (except that books,
15 records, and other documents of a Participating Party subject to
161 this Section 6.01 may be maintained at the offices of such
171 Participating Party) for inspection, copying, audit and examination
18 at all reasonable times by any duly authorized representative of
19 the Secretary or the Comptroller General of the United States.
20
Section 6.02 Site Visits
2111
22!lat all reasonable times, have access to all portions of the Project.
231
I
2411
I
25 ! Article VI shall continue until the completion of all close-out
1
,
26!lprocedures respecting this grant, and until the final settlement and
27iconclusion of all issues arising out of this grant or under this
I
28!Grant Agreement.
2911
30 II
3l!!reports required to be filed in accordance with any directive of the
II
32 [\secretary or any statute, rule or regulation of HUD.
I!
.1
"
il
II
'I
Any duly authorized representative of the Secretary shall,
Section 6.03
Duration of Inspection Rights
The rights of access and inspection described in this
Section 6.04
Reports
The Recipient shall promptly furnish to the Secretary all
20.
..
ARTICLE VII
DEFAULTS AND REMEDIES
1
2
Section 7.01 Defaults
(a) An event of default shall consist of any use of
3 grant funds for any purpose other than as authorized at Section 2.02
4 of this Grant Agreement, without the Secretary's prior written
5 approval, or any other material failure in the performance by, or
6 breach of any covenant, agreement, provision, or warranty of
7 (i) the Recipient, made in this Grant Agreement; or, (ii) the
8 Recipient, made pursuant to any agreement entered into between the
9 Recipient and any Participating Party relating to the Project; or,
10. (iii) any Participating Party, made pursuant to any agreement
11 between such Participating Party and the Recipient relating to the
12 Project; or, (iv) any Participating Party, made pursuant to any
13 agreement between Participating Parties relating to the Project.
14 (b) Continuance of an event of default described in
15 subsection (a) of this Section 7.01 for a period of thirty (30)
16 consecutive days after delivery to the Recipient of a written
17 notice issued by the Secretary specifying such default or breach
18 and requiring it to be remedied shall constitute a Default under
19 this Grant Agreement.
20
Section 7.02 Remedies Upon Event of Default and Default
21 (a) Upon the occurrence of any event of default as
1
22 described in subsection (a) of Section 7.01, above, the Secretary
23 may suspend the Recipient's authority to draw any funds under the
24 Letter of Credit at any time by notice to the Recipient. If such
25
event of default is not cured within the time and in the manner
26,
I
I
271
281
described in subsection (b) of said Section 7.01, the Secretary
shall have the right to continue such suspension or, at any time
thereafter while such Default shall be continuing, to notify the
Recipient that the Secretary, by delivery of such notice, is
29
30 terminating this Grant Agreement. In the event of a termination,
31 the Recipient's authority to draw any funds under the Letter of
32 Credit shall be deemed to have terminated at the time of the notice
21.
.'
.
1 suspending such authority, and thereafter the Recipient shall have
2 no right, title or interest in or to any funds remaining under the
3 Letter of Credit.
4
(b) If an event of default consists of the Recipient's
5 failure to satisfy the conditions of paragraph (1) of subsection (b)
6 or paragraph (1) of subsection (c) of Section 3.06 by the date
7 specified in Exhibit F to this Grant Agreement, the Secretary shall
8 have the right, in the Secretary's sole and absolute discretion and
9 notwithstanding any other provision of this Article VII to terminate
10 this Grant Agreement and the award of UDAG Program funds to which
11 this Grant Agreement relates by delivery of written notice thereof
12 to the Recipient. In the event of such termination, all obligations
13 of the Secretary pursuant to this Grant Agreement and such award
14 shall cease and the Recipient shall neither have nor retain any
15 rights whatsoever with respect to the UDAG Program funds provided
16 under this Grant Agreement or such award.
17
(c) In case a Default shall have occurred and be con-
18 tinuing, the Secretary may at any time or from time to time proceed
19 to protect and enforce all rights available to the Secretary under
20 this Grant Agreement by suit in equity, action at law, or by any
21 other appropriate proceedings, whether for specific performance of
221 any covenant or agreement contained in this Grant Agreement, or
23 damages, or other relief, or proceed to take any action authorized
24 or permitted under applicable law or regulations.
25
(d) The rights and remedies available to the Secretary
26 under this Article VII in the event of a suspension or termination
27 of this Grant Agreement, and any related rights and remedies set
28 forth in this Grant Agreement, shall survive such suspension or
29 termination.
30
31
32
22.
I
I
II
. ..
ARTICLE VIII
CERTIFICATIONS BY RECIPIENT
1
Section 8.01 Certifications Upon Draw of Funds
Prior to each and every draw of grant funds under the
2
3 Letter of Credit, the Recipient shall submit to the Secretary a
4 written certification, executed by the chief executive officer of
5 the Recipient, certifying to the Secretary that:
6
(1) All of the representations and warranties of the
7 Recipient as set forth in Section 5.01 of this Grant Agreement
8 continue to be valid, true, and in full force and effect.
9
(2) The Recipient has carried out all of the Recipient's
10 obligations specified at Sections 5.02, 5.03, 5.04 and 5.05 of this
11 Grant Agreement which, by their terms or intent, will be applicable
12 at the time of the draw of grant funds.
13
(3) Upon the submittal of the within certification to
14 the Secretary, all conditions precedent to the Recipient's authority
15 to draw the grant funds shall have been satisfied, in accordance
16 with Section 3.06 of this Grant Agreement.
17
(4) The grant funds to be drawn will reimburse Eligible
18 Costs actually incurred by the Recipient, in accordance with the
19, provisions of Exhibits 5 and D to this Grant Agreement.
20
(5) All revenues which have been received by the
211 Recipient and by any Participating Party, which have been derived
!
22 I in whole or in part by the use of grant funds, have been deposited
23 il or used in accordance with the provisions of Section 2.04 of this
241 Grant Agreement.
25
Section 8.02 Environmental Certifications
26 The Recipient shall submit to the Secretary and the
27 Secretary shall have approved and accepted all certifications
28 relating to compliance with Federal Protective Rules which are
29 required to be so submitted and approved and accepted by the pro-
30 I visions of 24 C.F.R. Part 58, as the same may from time to time be
3111 amended, or by any other regulation of the Secretary.
321 (b) The approval of such environmental certifications
23.
I
I
I
..
.
1 by the Secretary does not, thereby, authorize the Recipient to
2 draw funds under the Letter of Credit. The authorization to draw
3 grant funds is subject to the compliance by the Recipient with all
4 other conditions of this Grant Agreement which affect the use of
5 grant funds and to the issuance of the written authorization of the
6 Secretary pursuant to Section 3.04 of this Grant Agreement.
7
8
9
10
n
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
311
32
24.
.
.
ARTICLE IX
THIRD PARTY CONTRACT REQUIREMENTS
1
2
Section 9.01 Escrow of Revenues
The Recipient shall cause to be included in all contracts
3 with Participating Parties engaged in UDAG Funded Activities, a
4 provision that upon instruction by the Secretary, all revenues
5 received by the Participating Party which are derived in whole or
6 in part by the use of grant funds, prior to the completion of all
7 UDAG Funded Activities, shall be deposited into an escrow under
8 arrangements approved by the Secretary, in order to provide funds
9 to assure the completion of the UDAG Funded Activities.
10 Section 9.02 Revenues Applied to Costs
11 Unless Exhibit A to this Grant Agreement authorizes or
12 requires to the contrary, the Recipient shall cause to be included
13 in all contracts with Participating Parties engaged in UDAG Funded
14 Activities, a provision that all revenues received by the Partici-
15 pating Party prior to the completion of all UDAG Funded Activities,
16 which are derived in whole or in part by the use of grant funds,
171 shall be transmitted to the Recipient for use in reimbursing costs
18 incurred for UDAG Funded Activities.
19 Section 9.03 Revenues for Title I Activities
20 Unless Exhibit A to this Grant Agreement authorizes or
21 requires to the contrary, the Recipient shall cause to be included
22 in all contracts with Participating Parties engaged in UDAG Funded
23 Activities, a provision that all revenues received by the Partici-
24 pating Party after the completion of all UDAG Funded Activities,
25 which are derived in whole or in part by the use of grant funds,
26 shall, at the option of the Recipient, either be transmitted to
27 the Recipient, or used by the Participating Party, subject to the
28 approval of the Recipient, for community and economic development
29 activities which would be eligible for assistance under Title I
30 of the Act.
31 Section 9.04 Assurance of Governmental Approvals
321
I
The Recipient shall cause to be included in all contracts
25.
.
.
1 with Participating Parties and in all contracts between participat-
2 ing Parties to the Project, a provision in the nature of a repre-
3 sentation and warranty that each Participating Party has obtained,
4 or has reasonable assurance that there will be obtained, all Federal
5 State and local governmental approvals and reviews required by law
6 to be obtained by the Participating Party for the Project.
7
8
Section 9.05 Completion of Project
The Recipient shall cause to be included in all contracts
9 with Participating Parties and in all contracts between Participat-
10 ing Parties to the Project, a representation on the part of each
11 Participating Party that the Participating Party acknowledges that
12 the Secretary, in selecting the Recipient for the award of this
13 grant, relied in material part upon the assured completion of the
14 activities to be undertaken by the Participating Party in connection
15 with the Project; and that the Participating Party assures the
16 Recipient and the Secretary that such activities will be completed
17 by the Participating Party.
18
19
Section 9.06 Assurances of Projected Jobs
The Recipient shall cause to be included in all contracts
20 with Participating Parties, or shall secure in the most legally
21 binding and enforceable form for such assurance available under the
22' laws of Recipient's State, written assurances from each Participat-
23 ing Party, that such Participating Party will use its best efforts
24 to create or cause to be created, within a specified time not
25 exceeding forty-eight (48) months after the date of the assurance,
26: a specified number of new job opportunities, including a specified
27 number of permanent new job opportunities for persons who, at the
28 time of their employment, will be persons of low and moderate
29 income. Each assurance shall state that in order to assist and
30
31
321
enable the Recipient to report to the Secretary, as the Secretary
may require, the assuring Participating Party consents to report
to the Recipient, as the Recipient may from time to time require,
I
II
26.
.
.
1 on the numbers and kinds of such jobs created or caused to be
2 created and filled. The assurances shall contain such other pro-
:3 visions as may be required by the Recipient to enable the Recipient
4 to comply with any reporting requirements of the Secretary and to
5 cause the assurances to be legally binding and enforceable to the
6 maximum extent available under the applicable law.
7
Section 9.07 Maintaining Records and Rights to Inspect
The Recipient shall include in all contracts with
8
9 Participating Parties receiving, directly or indirectly, funds
10 provided under this Grant Agreement, provisions requiring to the
11 effect that (i) each such Participating Party shall keep and
12 maintain books, records and other documants relating directly to
13 the receipt and disbursement of such grant funds; and (ii) any duly
14 authorized representative of the Secretary or Comptroller General
15 of the United States shall, at all reasonable times, have access to
161
17
and the right to inspect, copy, audit, and examine all such books,
records and other documants of such Participating Party until the
18 completion of all close-out procedures respecting this grant, and
19 until the final settlement and conclusion of all issues arising
20 out of this grant or under this Grant Agreement.
21
Section 9.08 Access to Project
'22 The Recipient shall include in all contracts with
23 Participating Parties a provision to the effect that each Partici-
24 pating Party agrees that any duly authorized representative of the
25 Secretary shall, at all reasonable times, have access to any
26' portion of the project in which such Participating Party is in-
27 volved. The period of such right to access shall be the same as
28 that set forth in Section 9.07 of this Grant Agreement.
29
Section 9.09 No Assignment or Succession
30 The Recipient shall include in all contracts with
31 Participating Parties receiving, directly or indirectly, funds
32 provided under this Grant Agreement, an acknowledgement and
27.
"
.
.
1 agreement by the Participating Party that no transfer of grant
2 funds by the Recipient to the Participating Party shall be or be
3 deemed an assignment of grant funds, and such Participating Party
4 shall neither succeed to any rights, benefits or advantages of the
5 Recipient under this Grant Agreement, nor attain any rights,
6 privileges, authorities or interests in or under this Grant
7 Agreement.
8
9
Section 9.10 Secretary Approval of Amendments
The Recipient shall include in all contracts with
10 Participating Parties and shall cause to be included in all
11 contracts between Participating Parties, which are required to be
25 or
26 any
27
28
29
30
31
321
II
I
12 submitted to and approved or accepted by the Secretary, a provision
13 that such contract shall not be amended in any material respect,
14 after such approval and acceptance, without the prior written
15 approval of the Secretary.
I
16 Section 9.11 Disclaimer of Relationships
17 The Recipient shall include in all contracts with
18 Participating Parties, and in all contracts with any party involving
191 the use of grant funds or connected with the Project, an acknowledg
20 ment by all parties to such contracts that nothing contained in
21 this Grant Agreement, or in the contract between the parties, nor
22 I any act of the Secretary, or of the Recipient, or of any of the
23 parties, shall be deemed or construed by any of the parties, or
24 by third persons, to create any relationship of principal and agent,
of limited or general partnership, or of joint venture, or of
association involving the Secretary.
28.
.,
. .
ARTICLE X
EVIDENTIARY MATERIALS
1
2
Section 10.01 Opinions of Recipient's Attorney
(a) Whenever, at Exhibit E of this Grant Agreement, or
3 otherwise, the opinion of an attorney is required as part of any
4 evidentiary material to be submitted to the Secretary, the opinion
5 shall be in writing and shall be that of the attorney for the
6 Recipient, unless otherwise specified.
7
(b) In the formulation or rendering of any statement
8 or opinion, Recipient's counsel may rely upon the certification of
9 other persons, or the written statements or opinions of other
10 counsel; provided, that in any such case, Recipient's counsel shall
11 attach a copy of each such certification, statement, or opinion,
12 to the opinion submitted by Recipient's counsel.
13
14
15
16
17
(c) If, in the formulation and rendering of any state-
ment or opinion, the Recipient's counsel predicates the statement
or opinion upon "information and belief", then in all such cases
the statement and opinion submitted by Recipient's counsel shall
contain, or have attached thereto, a statement or description of
181
191
all of the information upon which the belief of counsel is
predicated.
20
21
22
Section 10.02 Commitments of Participating
Parties - In General
(a) In selecting the Recipient for the award of this
23 grant, the Secretary has relied, in material part, upon the repre-
24 sentations of the Recipient that Participating Parties (i) will
25 carry out certain activities connected with the Project; and (ii)
2611 will complete those activities; and (iii) have, or will have, the
27 financial capability to assure the carrying out of the activities
28 to their completion; and (iv) will invest, or cause to be invested,
29 a specific value amount in the Project. The Secretary has also
30 relied upon the Recipient's representations that such Participating
31 Parties will, prior to any use of grant funds for the Project,
32 enter into legally binding undertakings evidencing the commitments
29.
. .
.
.
1 which were so relied upon by the Secretary.
2 (b) All evidentiary materials to be submitted to, and
3 approved and accepted by, the Secretary, in support of the commit-
4 ments of Participating Parties, should include, in accordance with
5 the foregoing; (i) the legally binding and enforceable promise of
6 the Participating Party, in unequivocal terms, to undertake and
7 carry out and complete specified activities connected with the
8 Project, and to invest or inject into the Project a specified
9 minimum amount of funds or other form of investment; and (ii) clear
10 and convincing proof that the Participating Party has on hand, or
11 will have available to said party, any finances or other things of
12 value necessary to carry out the promise by completing the activit-
13 ies and making the specified investment in connection with the
14 Project.
15 (c) Evidentiary materials in support of the commitments
16 of Recipient or of Participating Parties, which have been submitted
17 to and approved by the Secretary, shall not thereafter be amended
18 in any material respect, without the prior written approval of
19 the Secretary.
20 Section 10,03 Form of Documentary Evidence - General
21 All documentary evidence of commitments submitted to the
22 Secretary for approval or acceptance shall be in the form of (i)
23 either a duplicate original, or (ii) a photographic copy of the
24 fully executed original, of the documents.
25 Section 10.04 Evidence of Contracts - Form
26 (a) Evidence of contractual commitments submitted to
27 the Secretary shall be in the form specified at Section 10.03;
28 shall include all of the documents evidencing the contractual
29 commitment; and shall have attached the written statement and
30 opinion of an attorney, made in accordance with Section 10.01,
31 (b) The attorney's statement shall certify that the
32 documents comply with Section 10.03; that the attorney has exam-
30.
.
~-
1 ined into the authority of all parties to the documents, and of all
2 persons executing the documents on behalf of the parties; and that
3 said parties and persons were authorized to enter into and execute
4 the documents.
5 (c) The attorney's opinion shall be that the documents
6 constitute a valid and legally enforceable contract under the laws
7 of the Recipient's state and that the documents conform to the
8 provisions of this Grant Agreement, excepting as to any particulars
9 specified in the opinion.
10 Section 10.05 Evidence of Loan Commitment - Form
11 (a) Evidence of loan commitments from private lending
12 institutions shall be in the form specified at Section 10.03; shall
13 include all of the documents evidencing the loan commitment, an
14 acceptance by the borrower, the purposes of the loan, the author-
15 ized use of loan funds, and all other terms and conditions of the
16 loan commitment, the acceptance, and the loan; and shall have
17 attached the written statement and opinion of an attorney, made in
18 accordance with Section 10.01.
19
(b) A loan commitment may specify contingencies or
20 conditions which must be satisfied before the closing of the loan,
21 or the disbursement of loan funds, but the commitment shall be an
22 irrevocable commitment, enforceable by the borrower upon satisfact-
23 ion of all contingencies or conditions.
24 (c) The attorney's statement shall certify that the
25 documents comply with Section 10.03; that the attorney has exam-
261 ined into the authority of all parties to the loan commitment and
271 the acceptance, and of all persons executing the loan commitment
28 and acceptance on behalf of the parties; and that said parties and
persons were authorized to make the loan commitment and acceptance.
29
30
31
(d) The opinion of the attorney shall be that, subject
only to such contingencies and conditions as are expressed in the
documents, the lending institution is irrevocably committed to loan,
32
I
I
I
II
31.
.
.
1 and the borrower to accept upon the terms and conditions specified,
2 the principal amount specified in the loan commitment; and that
3 the loan commitment, and the acceptance, and all of the terms and
4 conditions of the loan commitment, and the loan, are lawful and
5 enforceable under the laws of the Recipient's state; and that the
6 documents conform to the provisions of this Grant Agreement, except-
7 ing in any particulars specified in the opinion.
8
(e) If, under the terms of the loan commitment, the
9 making of the loan is contingent upon the happening of any cond-
10 ition precedent, then the acceptance and approval of the commitment,
11 as the evidence required under this Grant Agreement, may be cond-
12 itioned by the Secretary upon the submittal and acceptance of
13 further evidence that such contingencies have been satisfied, or
14 that the contingencies have been otherwise removed, or that the
15 loan has closed.
16
(f) In all cases wherein evidence of a loan commitment
17 is required to be submitted to the Secretary under this Grant
18 Agreement, evidence of the actual closing of the loan shall be
19 I acceptable, in lieu of the foregoing, provided such evidence
20 complies with Section 10.06.
21 Section 10.06 Evidence of Loans - Form
22 (a) Evidence of a loan having been made or closed shall
23 be in the form specified at Section 10.03; shall be on the letter-
24 head of the lending institution; shall state the principal amount
25 of the loan, its purposes (interim or permanent), and the author-
26 ized uses of loan funds; shall describe or identify the security
27 for the loan; shall state the term of the loan; shall identify
28 all parties to the loan; shall be executed by an authorized officer
29 of the lending institution; and shall either be duly notarized, or
30 shall have attached the written statement of an attorney, made in
31 accordance with Section 10.01, certifying that the documents comply
32 with Section 10.03, and that the officer of the lending institution
32.
.
.
1 was authorized to execute the documents.
2
(b) Evidence of a loan having been made or closed may
3 also be submitted in the form of copies of recorded notes, deeds,
4 bonds, indentures and other documents which comply with Section
5 10.03 and which contain sufficient evidence, including evidence of
6 recordation, to enable the Secretary to determine, to the satisfact-
7 ion of the Secretary, the matters specified above at subsection (a)
8 of this Section 10.06 and that the loan has been made or closed.
9
10
Section 10.07 Evidence of Investor's Equity - Form
Whenever, at Exhibit E of this Grant Agreement, or
11 otherwise, a Participating Party is required to provide evidence
12 of equity or equity investment funds in an amount and manner
13 satisfactory and acceptable to a lending institution, such evidence
14 shall be in the form specified at Section 10.03; shall be on the
15 letterhead of the lending institution; shall identify the Partici-
16 pating Party; and shall state that the Participating Party has, on
17 hand, or immediately available to the Participating Party, equity,
18 or equity investment funds, of a value and in an amount satisfactory
19 and acceptable to the lending institution, and that the availability
20 and use of the equity or funds for the activities to be carried out
21 by the Participating Party in connection with the Project, is
22 assured to the satisfaction of the lending institution. The
23 document shall be executed by an authorized officer of the lending
24 institution; and shall either be notarized, or shall have attached
25 the written statement of an attorney, made in accordance with
26 Section 10.01, that the documents comply with Section 10.03 and
27 that the officer of the lending institution was authorized to
28 I execute
291
the same.
Section 10.08
Evidence of Finances Satisfactory
30 to Counsel - Form
31 (a) Whenever, at Exhibit E of this Grant Agreement, or
II
3211 otherwise, evidence is required in the form of a statement and
33.
.
.
1 opinion of an attorney that a Participating Party will provide a
2 specific amount of finances for purposes of carrying out the com-
3 mitment of that Participating Party in connection with the Project,
4 such evidence shall be in the form of a written statement and
5 opinion of an attorney made in accordance with Section 10.01.
6
(b) The attorney's statement shall certify that the
7 attorney has examined into the availability to the Participating
8 Party of equity investment funds and/or of debt financing; shall
9 state the amount and the source of equity funds on hand or immed-
10 iately available to the Participating Party for use in the Project;
11 and shall state the amount and the source of debt financing which
12 is available, or irrevocably committed to the Participating Party
13 for use in the Project. The attorney shall be guided by the pro-
14 visions of Sections 10.05, 10.06 and 10.07 in making these deter-
15 minations.
16
(c) The attorney's opinion shall be that the Partici-
17 pating Party has on hand, or immediately available, or irrevocably
18 committed to the Participating Party, for use in carrying out the
19 commitments of that Participating Party to the Project, equity
20 investment funds and/or debt financing in a sum equal to the
21 specified amount of finances required in this Grant Agreement to be
22' invested by that Participating Party.
23
24
25
261
Section 10.09 Anti-Speculation provisions - Sale
of Real Property
(a) Whenever, at Exhibit E of this Grant Agreement, or
27
28
29
otherwise, a document is required to contain a provision for the
prevention or discouragement of speculation in the purchase and
sale of property by a purchaser who receives the benefits of the
use of grant funds, then, unless otherwise specified, such pro-
30
31
vision shall comply with this Section 10.09.
(b) The document shall provide that the purchaser shall
32 not sell the property within a period of three (3) years after the
34.
r
,
'.
.
.
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
date of the purchase, for an amount in excess of the purchase price
paid, plus the actual costs of any improvements to the property by
the purchaser. This provision in the document shall specify that
in the event of any attempted sale, in violation of the provision,
the Recipient shall be entitled to the ex parte issuance of an
injunction restraining such sale. The provision in the document
shall provide that the prohibition against sale shall have the same
force and effect as a lis pendens. The document shall be in form
and substance as to have that effect undeI the laws of the Recipi-
ent's state; shall be executed and authenticated in such manner
and form as may be required to authorize its recordation at the
place of recordation of deeds, as if a lis pendens; and the
document shall be so recorded.
(c) The provision in the document may, in conjunction
with the foregoing, or in lieu thereof, describe a procedure
whereunder, in the event of any sale of the property within the
three (3) year period, the amount of grant funds which benefited
the purchaser shall be repaid by the purchaser to the Recipient.
Such procedure may include a pro-rata reduction of the amount to
be repaid, based upon the time elapsing between the date of the
initial purchase of the property and its sale by the initial
purchaser. The provision should either specify the amount of
grant funds which benefited the purchaser, or set forth a formula
or agreed method for determining such amount. In any event, the
provision shall be contained in a document which is executed and
authenticated in such manner and form as may be required to author-
ize its recordation, as if a lis pendens; and the document shall
251
261
27
28
29
be so recorded.
Section 10.10 Evidence of Title to Real Property - Form
(a) Whenever, at Exhibit E of this Grant Agreement, or
otherwise, a Participating Party or the Recipient is required to
acquire title to real property, and proof of such commitment is
30
31
32
35.
.
.
1 required, evidence,of such commitment may be in the form of a
2 written statement and opinion of an attorney, made in accordance
3 with Section 10.01.
4 (b) The attorney's statement shall certify that on a
5 specified date, either an original ALTA policy of land or mortgage
6 title insurance, or other records identified in the statement,
7 were examined by the attorney; that said policy or other records
8 identified the Participating Party, or a wholly-owned subsidiary
9 of the Participating Party, or the Recipient (whichever be the case)
10 as the owner of record, in fee simple, of said property.
11 (c) The attorney's opinion shall be that on the date
12 specified by the attorney, the record title to said real property
13 was vested, in fee simple, in the Participating Party, or such
14 subsidiary thereof, or in the Recipient, as the case may be.
15 (d) Proof of title to real property may also be sub-
16 mitted in the form of documents which comply with Section 10.03
17 and which contain sufficient evidence, including evidence of
18 recordation, to enable the Secretary to determine, to the satis-
19 faction of the Secretary, that the Participating Party or the
20 Recipient did acquire the title, as required.
21
22
23
24
25
26
27
28
29
30
31
32
36.
.
.
.
.
ARTICLE XI
MISCELLANEOUS
1 Section 11.01 Notices
2 (a) All amendments, notices, requests, objections,
3 waivers, rejections, agreements, approvals, disclosures and
4 consents of any kind made pursuant to this Grant Agreement shall
5 be in writing.
6 (b) Any such communication shall be deemed effective
7 for all purposes as of the date such communication is mailed,
8 postage prepaid, by registered or certified mail, return receipt
9 requested, to be delivered only to the office of the addressee,
10 addressed as follows:
11 (1) Communications to the Secretary, shall be
12 mailed simultaneously to: The Director, Office of Urban Develop-
13 ment Action Grants, U.S. Department of Housing and Urban Develop-
14 ment, P.O. Box 23756, L'Enfant Plaza Station, Washington, D.C.
15 20024; and to: The Area Office Manager, of the HUD Area Office
16 authorized to receive the Application of the Recipient for the
17 grant hereunder; and/or such other persons or at such other
18 addresses as may be furnished by the Secretary to the Recipient.
19 (2) Communications to the Recipient, shall be
20 addressed to the Recipient, at the address set forth in Exhibit A
21 to this Grant Agreement, or such other address as may be furnished
22 by the Recipient to the Secretary.
23 Section 11.02 Assignment
24 No right, benefit, or advantage inuring to the Recipient
25 under this Grant Agreement and no burden imposed on the Recipient
26 hereunder may be assigned without the prior written approval of
27 the Secretary. An authorization by the Secretary for the transfer
28 of grant funds by Recipient to a Participating Party shall not be
29 deemed an authorization for an assignment, and such Participating
30 Party shall not succeed to any rights, benefits or advantages of
31 the Recipient hereunder.
32
37.
.
.
.'
1
2
Section 11.03 Successors Bound
This Grant Agreement shall bind, and the rights,
:i b,n,fit" and advantag" ,hall inur, to, th, g,eipi,nt',
successors.
5
Section 11.04 Remedies Not Impaired
6 No delay or omission of the Secretary in exercising any
7 right or remedy available under this Grant Agreement shall impair
8 any such right or remedy or constitute a waiver of any event of
9 default, or Default, or an acquiescence therein.
10
Section 11.05 Indemnification
11 I To the fullest extent permitted by law, the Recipient,
12 at its sole cost and expense, will indemnify, defend, satisfy all
13 judgments, and hold harmless the Secretary and any officers, agents,
14 and enployees of HUD, in their capacities as such, from and against
15
16
17
181
191
I
201
I
211
2211
231
I
241
all claims, actions, judgments, costs, liabilities, damages, losses,
and expenses arising out of or relating to the Project.
Section 11.06 Cumulative Remedies
Except as otherwise specifically set forth herein, all
rights and remedies of the Secretary under this Grant Agreement
shall be cumulative.
Section 11.07 Severability
The invalidity of any Article, Section, subsection,
clause or provision of this Grant Agreement shall not affect the
validity of the remaining Articles, Sections, subsections, clauses
25 lor provisions hereof.
26 Section 11.08 Entire Agreement
27 This Grant Agreement constitutes the entire agreement
28 between the Secretary and the Recipient and supersedes all prior
29 oral and written agreements between the parties hereto with respect
30 to the subject matter hereof. Notwithstanding the provisions of
311 Section 1.01 of this Grant Agreement, in the event of any incon-
I
3211 sistency between t~e provisions of this Grant Agreement, including
I'
II
il 38.
I,
I:
:1
"
I
.'
.
.
1 all exhibits hereto, and anything contained in the Application, as
2 defined at paragraph (2) of Section 1.03, then the provisions of
3 this Grant Agreement shall prevail.
4
5
Section 11.09 Execution in Counterparts
This Grant Agreement may be executed in any number of
6 counterparts. All such counterparts shall be deemed to be originals
7 and together shall constitute but one and the same instrument.
8
Section 11.10 Table of Contents; Titles and Headings
Any table of contents, the title of the Articles, and
the headings of the Sections and subsections set forth herein are
not a part of this Grant Agreement and shall not be deemed to
9,
10
11
121
,
131
affect the meaning or construction of any of its provisions.
Section 11.11 Amendment of this Grant Agreement
This Grant Agreement, or any part hereof including its
exhibits, may be amended from time to time hereafter only in
14
15
161
I
17i
181
II
19 I
writing executed by the Secretary and the Recipient.
Section 11.12 Disclaimer of Relationships
The Recipient acknowledges that the obligation of the
Secretary is limited to providing grant funds in the manner and on
20 the terms set forth in this Grant Agreement. Nothing in this
211
22
231
I
24'
251
261
,
271
281
29 :1
"
30!1
31
32
Grant Agreement, nor any act of either the Secretary or of the
Recipient, shall be deemed or construed by either of them, or by
third persons, to create any relationship of principal and agent,
or of limited or general partnership, or of joint venture, or of
any association whatsoever involving the Secretary.
Section 11.13 Governing Law
This Grant Agreement as it may affect the rights,
remedies, duties, and obligations of the Secretary shall be
governed by and construeG in accordance with federal law. Insofar
as federal law does not apply, the provisions of this Grant Agree-
ment shall D2 governed by and construed in accordance with the laws
of the Recipient's state.
II
I'
Ii
I
39.
9
10
.
.
1
Section 11.14 Waiver by Secretary
2 The Secretary reserves and shall have the exclusive
3 right to waive, at the sole discretion of the Secretary, and to
4 the extent permitted by law, any requirement or provision under
5 this Grant Agreement. No act by or on behalf of the Secretary
6 shall be, or be deemed or construed to be, any waiver of any such
7 requirement or provision, unless the same be in writing, signed by
8 the Secretary, and expressly stated to constitute such waiver.
Section 11.15 Effective Date
(a) This Grant Agreement shall, when executed and
11 dated by the Secretary, constitute an offer by the Secretary to
12 the Recipient to make the within grant and to enter into this
13 Grant Agreement. When delivered to the Recipient, so executed and
14 dated, the same shall constitute a tender of said offers, which
15 shall be promptly accepted, it at all, by the Recipient. The
16 Secretary may revoke the tender and rescind the offers at any time
17 prior to their acceptance by the Recipient, by written notice of
18 the Secretary to the Recipient, given as specified at Section 11.01
19 of this Grant Agreement.
20
(b) This Grant Agreement shall be deemed to have been
21 accepted, and shall become effective, as of the date this Grant
22 Agreement is executed and dated by the Recipient.
23
i
241,
2511
26 :1
27 !I
2811
"
2911
301
3111
"
3211
I
,I
II
Ii
:1
40.
1
.
.
SIGNATURE
PAGE
THIS GRANT AGREEMENT is hereby executed and delivered
2 by the parties hereto on the dates set forth below their respective
3 signatures, as follows:
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21 I
22'
I
2311
24 I
251
!
;
261
27
28
29
30
311
321
i
II
II
THE SECRETARY OF HOUS ING AND URBAN DEVELOPMENT
By: l~,,~'(,~t ~I-Wt irk>
- . ROBERT C ~ E~RY, JR.
Assistant Secretary for Community Planning and Development
Date:
~Al"l \:J.,
o
(0'\~
I
THE
By:
Title:
Mayor
W. R.
Date:
June 19. 1979
IMPORTANT
One (1) fully executed copy of this Grant Agreement
must be mailed to the Director, Office of Urban
Development Action Grants, and two (2) fully exec-
uted copies ot this Grant Agreement must be mailed
to the HUD Area Office Manager, in accordance with
Section 11.01, on the same date executed by Recipient.
41.
l
I
.
.
,~
11
'\ Recipient:
I .
I
San Bernardino, CA
Grant No. B-79-M-06-0S22
EXHIBIT
A
SUPPLEMENTARY
PROVISIONS
II
1:1 Rider to Section 1.03(2).
I'
2 i! Application For Federal Assistance (SF 424), the "Application"
3ils~all include the following submittals from Recipient:
41i Implementation Agreement No. 1 dated February 28, 1979 to the
Ii
5 ii Disposition Agreement for sale of land for private redevelopment in Central City
ii
"
6 ': South Project area dated January 19, 1979 ("Disposition Agreement").
i!
7:
I.
::
8 ::
:1
9'
Ii
10:
d
11,: Party" i:"lcludes the following persons, firms a::cl entities:
In addition to Recipient's
Rider to Section 1.030~
Tne term "Participating
12
"CCSC" shall mean Central City South Company, a California joint
I
,
13, venture comprised of C.T.C. Company, a partnership, and John S. Griffith and
:1
14 , Company, a California corporation;
"
"MERVYN'S" shall mean Mervyn's, a California corporation;
15
16 "CONNECTICUT GENERAL" shall mean Connecticut General Life Insurance
17 Company; and
18 "AGENCY" shall mean the Redevelopment Agency of the City of San
19. Bernardino, California.
20.
21
22
23
24
25
~~
GO
27
28
29
30 ,~
I
Rider to SeCt~OL 2.01. The amount of this UDAG grant is:
31
32 SEVEN HUNDRED SIX'IY-ONE 'IIDUSAND 'lWO HUNDRED DOLLARS ($761,200).
EXHIBIT A
Page .1 of 1-
.i
1.
2
:1
I
5:
I
6 II
711
,
8'
9
10:
!
11'1
12'!
131
,I
I
14i
15 il
'I
'I
161
i'
:1
27
18 '
19.
20 ;
21
22.
23 .
2'
....
25
25
~~
<:.,
23
29
30 :
-.
..;.~ .
-::.,
~-
I
.
.
Recipient:
San Bernandino, CA
B-79-AA-06-0522
tJDAG Grant No.
Continuation Sheet
EXHIB IT A
SUPPLINENTARY PROVISIONS
Rider to Sections 5.03 and 9.06. The recipient represents that
the following number of jobs will be created by the project:
Total Permanent Jobs: 231
Total Permanent Jobs for low and moderate income persons: 217
Rider to Section 11.01. The address of the recipient for the
purposes of communications relating to this Grant Agreement shall be the
following:
Mayor's Office
City of San Bernardino
San Bernardino, CA 92418
EXHIBIT -L
Page .J.. of L
.
." .
.
.
.
.
\ Recipient, "'" Bm'''''-' CA
I
I
~i Rider to Section 1.03(16). The term '\mAG Funded
2! Activities" shall mean the following:
I
31\
41
II
5 :1
H
Ii
6:1 which is identified in the Application as Parcel Nos. 134-341-20, 134-341-23
it
7.
i
81
I
9;
UDAG Grant No. B-79-M-06-0522
EXHIB IT
B
DESCRIPTION
OF
UDAG
FUNDED
ACTIVITIES
The UDAG fnnded activities include:
(a) the acquisition of approximately 57,253 square feet of land
and 134- 351- 20 specifically located in the block bonnded by Second Street on
the north, Rialto Avenue on the south, "G" Street on the west, and "F' Street
on the east (the "Property");
I
,
, (b) the relocation of commercial and residential tenants from the
10 :'
,
11! existing structures located on the Property; and
,
121 (c) the demolition and clearing of said structures from the
13 II Property.
"
, 4 ',i Upon completion of the necessary relocation, demolition and
~5:1 clearance activities, the Agency shall sell the Property to CCSC for the Stml
"
16; of $103,000.
17[
18 ·
19:
20 '
21 ·
22;
23
2,' '
...
!
25 I
~-
.::0 .
27
28:
29
30 '
31,
-~
-,
-..- "
EXHIB IT B
Page .1 of 1
I
I '
I
I
I
i
.
.
"
.
Recipient: San Bernardino, CA
UDAG Grant No. B-7l-M-06-0S22
EXHIBIT
C
FUNDED ACTIVITIES
o
o
II
:1
lii Rider to Section 1.03(11).
2 !i Activities" shall mean the following:
'I
I,
3 ,
DESCRIPTION
OF
NON-UDAG
The term ''Non- UDAG Funded
I'
"
4 i,
Ii
II
5 il
601
"
The non-UDAG funded activities consist of CCSC constructing at
least 104,000 square feet of retail/commercial space and the necessary parking,
landscaping, and site improvements associated therewith at a cost of $4,031,000
I.
7 i on the property and other land contiguous thereto presently owned by CCSC.
,I
8 :!
:1
9
i:
10 :
'i
11
12 .
13
1<1
15 .
16
17
18
19.
20
c -
~.:..
,
0'
k
.
2n.
",.
23
2"
,
~
25 .
.
;
~
~
~
26 .
27
r:'~
~..C .
[
29
30
i:
31 '
32
EXHIBIT C
Pa<,e 1 of 1
~ -
. .
.
.
,
,
.
.
Recipient: San Bernardino, CA
UDAG G:rant No. B-79-M-06-0522
EXHIBIT D
PROJECT BUDGET - SUMMARY OF PROPOSED EXPENDITURES
SOU R C E S o F FUN D S
UDAG Private Other Total
Line Item Activity Funds Funds Funds Costs
a. Land Acquisition 535,000 103,000 638,000
b. Streets & Site 418,000 418,000
Improvements
c. Parking Facilities
d. Foundations and
Platforms
e. Pedestrian Malls
I. Water and Sewer
Facilities
g. Clearance and 145,000 145,000
Demolition
h. Relocation of Persons
and Businesses 115,000 115,000
i. Commercial construction
2,955,000 2,955,000
j . Indirect Costs 548,000 548,000
k. Land Carry Cost 7,000 7,000
,
ffi.
n. Administration ~ 3
~
o. Subtotal (Sum of lines
a. - n.)
p. Contingencies 69,200 69,200
.-
q. Grar:t Amount
(Sum of lines o. + p.) 864,200
r. Program Income (103,000) . ~ (103,000
(Revenue from UDAG Funds)
--
s . TOTAL PROJECT COSTS
(Sum oE lines q. + r.) 761,200 4,031,000 4,792,200
EXHIBIT D
Page 1: of 2..
. .
-,
'.
" ' I
.
.
,
Recipient: San Bernardino, CA
UDAG Grant No. B-79-AA-06-0522
EXHIBIT E
REQUIRED EVIDENTIARY MATERIALS
l[
1
2 I ient for the approval and acceptance of the Secretary shall be as
3 I follows:
I
1
4 [I I
5\1 (a) An amendement to the Implementation Agreement No.1 to the
6\ Disposition Agreement for sale of land for private development in \:entral City
7 I, South Project Area dated February 28, 1979 to require 104,000 square feet of
ell connnercial development by CSC.
9 !i (b) Evidence of this connnitment shall be a copy of the amendment
II
loil and shall be in accordance with Section 10.04.
nl!
12!1
II
13 I part of which may be in the fOTlll. of a permanent loan connnitment from Connecticut
14:1 General) for the construction of the retail/connnercial space and related improve-
15\ ments.
I
16 Ii (b) Evidence of this connni tment shall be in the form specified at
I[
17!i Section 10.08 of this Grant Agreement.
"
i!
18'
ii
"
10 Ii
"" il
!I
20 Ii February 22, 1979 incorporating the date revisions of March 10, 1980 to March 10,
21 i! 1981 for CCSC to have substantially completed the building and other improvements
i'
22:1 and for the building to be available for occupany by Mervyn's.
i ~
23 i: (b) Evidence of this conmitment shall be a copy of the amendment
Ii
24:\ and shall comply with Section 10.04 of t.lJ.is Grant Agreement.
!i
25:: IV
;i
The evidentiary materials to be submitted by the Recip-
II
(a) CSC shall have finances in the sum of at least $4,031,000 (in
III
(a) An amendment to the Mervyn's San Bernandino'lease dated
,
26 'i
II
(a) A statement from an officer of Mervyn's that items 3 and 4 under
27 'i Section 20 of the Mervyn's San Bernardino lease have been satisfied and lessor is
"
"
!I
28lnot in default under the lease.
29 :\ (b) Evidence of this conmitment shall be a copy of the statement and
i: '
30:! shall comply with Section 10.03 of this Grant Agreement.
Ii
31 Ii
"
32 !i
Ii
I,
!l
'I
EXHIB IT E
Page 1 of 1
"
,
11
21
31
41
5!
I'
:1
6'
I
I
7'
I
81
I
I,
9 'I
10 II
;
ni
\
12 i,
13!
I,
1,q
1511
:1
16t
"
i.
17 '
16
19
..
20 :i
'I
21j
22 ;
23 .
24:
25 '
26 :
2" .
, .
I
23 :
29 :
'j '"
- '
,,0 ;
,
Recipient: SAN BERNARDINO, CA
UDAG Grant No. B-79-AA-06-0S22
EXHIBIT F
PROJECT PERFORMANCE SCHEDULE
I
All of the evidentiary materials described in Exhibit E shall be
submitted to the Secretary no later than September 30, 1979.
II
Acquisition and clearance of the property is to commence by
June 30, 1979 and shall be completed by October 1, 1979.
Construction of the commercial retail space is to commence by
September 1, 1979 and shall be completed by March 1, 1980.
-, ,
,,-
32
EXHIBIT F
Page .1: of !.....