HomeMy WebLinkAbout1987-445
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RESOLUTION NUMBER 87-445
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING AND
DIRECTING THE EXECUTION OF A LOAN AGREEMENT BETWEEN THE CITY OF
3 SAN BERNARDINO AND VETERAN'S ALCOHOLIC REHABILITATION PROGRAM,
INC., FOR THE PURPOSE OF PURCHASING PROPERTY LOCATED AT 1100
4 NORTH "D" STREET, SAN BERNARDINO, CALIFORNIA.
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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 the City,
a loan agreement with Veterans Alcoholic Rehabilitation Program,
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Inc., a copy of which loan agreement is annexed hereto as Exhibit
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---;r 'city Clerk
"1" and is incorporated herein by reference as though fully set
forth at length.
The agreement provides for the loaning of
Community Development Block Grant funds in the following amount
of $50,000.00.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the and Common Council of the City of San Bernardino
t a requ1ar
meeting thereof, held on the 21st
day.
of
December
, 1987, by the following vote, to wit:
AYES:
Councilpersons RstrnCln Rp; lly Flnr~c:. M;:::nH'l919~7,
Minor Porp T.l1Cllrim M;ll~r
NAYES:
Nonp
ABSENT:
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Approved as to form
legal content:
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//{ city Attorney
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The foregoing resolution is hereby approved this d..~)/Ld
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Date:
LENDER:
city of San Bernardino
Community Development Dept.
300 North "0" street, 5th FIr.
San Bernardino, CA 92418
BORROWER:
Veterans Alcoholic Rehabilita-
tion Program (VARP)
1100 North "D" street
San Bernardino, CA 92411
ATTENTION:
Ted McMorran, Executive
Director, VARP
REGARDING:
Loan for Acquisition of Gibson
House, 1100 North "0" Street,
San Bernardino, CA 92411
B~Ql:t~l~
14 1. The City of San Bernardino, a municipal corporation,
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hereinafter referred to as "City", is entitled under the Housing
and Community Development Act of 1974, as amended, and the Code
of Federal Regulations, Chapter 24, Part 570, to receive
Community Development Block Grant funds from the United states
Department of Housing and Urban Development. The City wishes to
carry out the national objective of providing facilities for the
rehabilitation of veterans with alcohol-related problems.
The Veterans Alcoholic Rehabilitation Program, hereinafter
referred to as "VARP" is a California non-profit corporation
established to provide alcohol rehabilitation services to
veterans.
city has made available to VARP funds in the amount of
$50,000.00, for the purpose of funding the purchase of facilities
within which to provide alcohol rehabilitation services to
EXHIBIT "1"
12/17/87
1 veteran..
2 VARP wishes to borrow and City wishes to lend a total amount
3 of $50,000.00, for the purposes and under the terms which are
4 fully described in the entire Agreement hereunder.
5 NOW, THEREFORE, based on the foregoing Recitals, and on the
6 covenants, conditions, and promises contained herein, City and
7 VARP hereby acknowledge and agree as follows:
8 2. Loan QY City.
9 City agrees, subject to the terms and conditions of this
10 Agreement, and in consideration of the representation, covenants
11 and obligations of VARP contained in this entire Agreement, to
12 loan to VARP the total sum of $50,000.00, which has been
13 appropriated from the City's Community Development Block Grant
14 and shall be used to finance the acquisition of real property and
15 improvements described in Exhibit "A" attached hereto and made a
16 part hereof as though fully set forth at length at this point.
17 3. Security and Source of Payment: Repavment.
18 The principal sum of $50,000.00, shall be secured by a second
19 trust deed on the property described in Exhibit "Aft. The sum of
20 the value of the first and second deeds of trust shall not exceed
21 eighty percent (80%) of the appraised value previously
22 established at $320,000, of the property described in Exhibit
23 "A".
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a) VARP shall pay to the City, or its successors, the sum of
$50,000.00, with interest on the unpaid amount from the date
hereof, at the rate of six per centum (6\) per annum, until paid.
Both principal and interest on this Note are payable on the First
Day of Each Month in 240 consecutive monthly installments,
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1 including both principal and interest, and commencing with a
2 first payment of $358.21 on February 1, 1988, in lawful money of
3 the United states of America at the principal office of the San
4 Bernardino Community Development Department, Fifth Floor, City
5 Hall, San Bernardino, California, 92418, or at such other place
6 as may from time to time be designated by the City. An
7 amortization schedule for said monthly payments is attached
8 hereto as Exhibit "B".
9 b) The amount of this loan exceeds $10,000.00, therefore,
10 the monthly payments set forth above include an estimated amount
11 necessary to pay taxes and fire insurance on the property. The
12 use of an impound account for this purpose is required by federal
13 regulations. The amount estimated for this purpose is $628.00
14 per month (total monthly payments for principal, interest, taxes
15 and insurance is $986.21). VARP agrees that, if the amount
16 required to cover advance payment of taxes and insurance
17 increases, VARP will pay, each month, such additional reasonable
18 amount as City may from time to time determine to be needed for
19 the purpose. If the City, in its sole discretion, determines
20 that it is necessary to make payment of taxes or to obtain
21 insurance to protect its interest in the security, the City may
22 do so and add the amount of such taxes or the cost of insurance
23 to the principal sum of the loan then outstanding at the time of
24 such payments.
25 c) This Agreement is secured by a Deed of Trust dated
26 December 21, 1987, duly filed for record in the office of the
27 County Recorder of the County of San Bernardino, state of
28 California.
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t d) VARP reserves the right to repay at any time all or any
2 part ot the principal amount of this Agreement without the
3 payment of penalties or premiums. All payments on this Agreement
4 shall be applied first to property insurance, second to property
5 taxes, third to the interest due on the Agreement and then to the
6 principal due on the Agreement, and the remaining balance shall
7 be applied to late charges, if any. Except as provided below,
8 all monthly payments on this Agreement shall be credited as of
9 the due date thereof without adjustment of interest because paid
10 either before or after such due date.
11 4. Anti-Discrimination Provision.
12 VARP shall not discriminate against any participant or
13 employee as to participation in or employment by the Veterans
14 Alcoholic Rehabilitation Program because of race, color,
15 religion, sex, national origin, age or handicap. VARP shall take
16 affirmative action to ensure that participants and employees are
17 treated during such participation or employment, without regard
18 to their race, color, religion, sex, national origin, age or
19 handicap. Such action shall include, but not be limited to, the
20 following: employment upgrading, demotion or transfer,
21 recruitment or recruitment advertising, layoff or termination,
22 rates of payor other forms of compensation and selection for
23 training including apprenticeships and delivery of services. VARP
24 agrees to post in conspicuous places, available to employees,
25 applicants for employment, and program participants, notices
26 setting forth the provisions of this non-discrimination clause.
27 VARP shall, in all solicitations or advertisements for
28 participants or employees placed by or on behalf of VARP, state
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that all qualified participants or applicants will receive
consideration for employment and prograa participation without
regard to race, color, religion, sex, national origin, age or
handicap.
5. Conditions to Lender Makinq Loan.
The obligation of the City to make any advances under this
Agreement shall at all times be conditioned for the sole benefit
of city upon:
a) The execution of this Agreement by VARP and city;
b) The receipt by City of such documents, certifications and
opinions as may be reasonably satisfactory to city, evidencing
that this Agreement, Exhibits, and all other documents initiated,
given, or executed in connection herewith, are fully and validly
executed by and on behalf of, and constitute the valid and
enforceable obligations of VARP hereunder pursuant to the
respective terms of each. And, such further assurances as may be
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required that the execution and delivery of this Agreement,
Exhibits, and all other documents executed or given by VARP
hereunder, and the respective obligors hereunder, will not breach
or violate any articles or agreements of limited or general
partnerships, any articles of incorporation, and by-law
restrictions, or any law of governmental regulation.
c) Notwithstanding the provisions of Section 5(b) above,
City shall fund loan to VARP to acquire property more fully
described in Exhibit "A" as described herein under the following
conditions:
(1) city shall deposit funds in an escrow account with a
company of city's choosing.
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1 (2) An escrow instruction shall be executed by the
2 parties setting forth that the cost of the appraisal of the
3 property described in Exhibit "A" shall be deducted from the loan
4 proceeds, with a check payable to the Community Development
5 Department forwarded to city.
6 (3) An escrow instruction shall be executed by the
7 parties setting forth that the cost of the credit report for VARP
8 shall be deducted from the loan proceeds, with a check payable to
9 the Community Development Department forwarded to City.
10 (4) An escrow instruction shall be executed by the
11 parties setting forth that the cost of the title report for the
12 property described in Exhibit "Aft shall be deducted from the loan
13 proceeds, with a check payable to the Community Development
14 Department and forwarded to city.
15 (5) An escrow instruction shall be executed by the
16 parties setting forth that the remaining loan proceeds shall not
17 be disbursed to VARP unless and until such time as the escrow
18 services company of City's choosing and City are assured that
19 City'S interest is secured by a second deed of trust, and that
20 the sum of the first and second deeds of trust does not exceed
21 eighty percent (80') of the appraised value ($320,000) of the
22 property described in Exhibit "Aft, or $256,000.
23 (6) An escrow instruction shall be executed by the
24 parties setting forth that the remaining loan proceeds shall not
25 be disbursed until such time as the escrow services company of
26 city's choosing and city are assured that the Department of
27 Building and Safety of the City of San Bernardino has issued to
28 VARP a certificate of Occupancy.
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1 6. Obligations of Borrower Hereunder Unconditional.
2 The obligations of VARP to make payments as required herein
3 shall be absolute and unconditional, and, until such time as the
4 principal of all funds forwarded to VARP shall have been fully
5 paid, VARP shall not terminate or suspend this agreement or
6 payment of any obligations provided hereunder or under any other
7 documents executed hereunder, or in connection herewith for any
8 cause.
9 7. Default and Remedies.
10 a) Default. The failure by VARP to payor perform its
11 obligations hereunder or the falsity of any representation, or
12 breach of any warranty or covenant made by VARP hereunder, or
13 under the terms of any other document executed in connection
14 herewith, shall constitute a default hereunder: in addition, and
15 not by way of limitation, the following shall constitute a
16 default hereunder:
17 (1) A failure by VARP to pay the loan amount or to meet
18 the conditions of this Loan Agreement required by City hereunder,
19 as and when due, where such failure shall continue for a period
20 of ten (10) days after written notice thereof from City to VARPi
21 (2) A failure by VARP to observe and perform any other
22 material provision of this Agreement where such failure shall
23 continue for a period of thirty (30) days after written notice
24 thereof by city to VARP:
25 (3) The making by VARP of any general assignment for the
26 benefit of creditors; the filing by or against VARP of a petition
27 to have VARP adjudged bankrupt or of a petition for re-
28 organization or arrangement under any law relating to bankruptcy
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1 (unless, in the case of a petition filed against VARP, the same
2 is dismissed within sixty (60) days); the appointment of a
3 trustee or receiver to take possession of substantially all of
4 VARP's assets where possession is not restored to VARP within
5 thirty (30) days; or the attachment, execution or otherwise
6 judicial seizure of thirty percent (Jot> or more of VARP's assets
7 where such seizure is not discharged within thirty (30) days.
8 (4) All outstanding sums, including interest thereon, due
9 under any provision of this Agreement, shall become immediately
10 due and payable upon sale of the property described in Exhibit
11 "A" or transfer of title to any real property and/or improvements
12 securing this Agreement, whether such sale or transfer be
13 voluntary, involuntary, by operation of law or as a result of the
14 death of any principal organizer of VARP. Such sums shall also
15 become immediately due and payable upon the occurrence of any
16 event which causes a reduction in the priority which the deed of
17 trust securing this instrument enjoys as of the date of its
18 recordation. Any such occurrence described herein shall
19 constitute a default under this Agreement.
20 b) Remedies. Upon the occurrence of a default by VARP, City
21 may take any steps necessary to protect its interests, including,
22 but not limited to, anyone or more of the following remedial
23 steps:
24 (1) Declare the entire principal balance then unpaid
25 under the terms of this Agreement, immediately due and payable.
26 (2) Take whatever action at law or in equity may appear
27 necessary or desireable, in the sole discretion of city, to
28 collect the amounts then due, and thereafter to become due, to
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enforce performance and observance of any obligation, agreement
or covenant of VARP under t~is Agreement, or under any other
document executed in connection herewith.
(3) Institute any action or proceeding at law or in
equity for the collection of the sums so due and unpaid, and to
prosecute any such action or proceeding to judgment or final
decree, and to enforce any such judgment of final decree and
collect, in a manner provided by law, the monies adjudged or
decreed to be payable.
c) Demand, protest and notice of demand and protest are
hereby waived and the undersigned hereby waives, to the extent
authorized by law, any and all homestead and other exemption
rights which otherwise would apply to the debt evidenced by this
Agreement.
d) No Remedy Exclusive. No remedy herein conferred upon or
reserved to City is intended to be exclusive of any other remedy
or remedies, but each and every such remedy shall be cumulative,
and shall be in addition to every other remedy given under this
Agreement or now existing at law or in equity, or by statute, and
may be exercised in such number, at such times and in such order
as City may determine in its sole discretion. Any and all
notices of default must be remedied within thirty (30) days of
receipt of said notice.
8. Agreement to Pay Attorney's Fees and Expenses.
In the event the City or VARP utilizes the services of any
attorney or attorney's, inclUding the City Attorney of the City
of San Bernardino, in attempts to collect any sums due under this
greement, or any other document executed or given in connection
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1 herewith or hereunder, or if the City or VARP become. a party,
2 plaintiff or defendant or otherwise appears in any legal
3 proceeding relating to this Agreement or any of the documents
4 executed hereunder, or in connection herewith, the prevailing
5 party shall be entitled to all court costs and attorney and
6 attorneys fees and expenses the Court may afix.
7 9. Compliance with Laws and Contracts.
8 This Agreement shall be subject to, and all parties to this
9 Agreement shall comply with all applicable local, state and
10 federal laws and regulations not specifically identified in this
11 Agreement, and any applicable contracts with federal agencies.
12 Further, this Agreement shall be governed by and construed in
13 accordance with the laws of the state of California, and all
14 applicable federal statutes and regulations, as amended.
15 10. Execution of Documents.
16 The parties hereto shall, exercise reasonable diligence to
17 execute any and all documents and do all things as may be
18 necessary or advisable under the circumstances to give practical
19 effect to this Agreement, and to evidence, perfect, and protect
20 all rights and interests granted to the parties hereunder.
21 11. Hold Harmless.
22 VARP shall hold City, its elective and appointive boards,
23 officers, agents and employees, harmless from any liability for
24 damage or claims for damage for personal injury, including death,
25 as well as from claims for property damage which may arise from
26 VARP's or any of its subcontractors' operations under this
27 Agreement, whether such operations be by VARP or by any
28 subcontractor, or subcontractors, or by anyone or more persons
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1 directly or indirectly employed by, or acting a8 agent for VARP
2 or any subcontractor or subcontractors. VARP shall defend City
3 and its elective and appointive boards, officers, agents, and
4 employees from any suits or actions at law or in equity for
5 damages caused, or alleged to have been caused, by reason of the
6 aforesaid operations.
7 12. RelationshiD.
8 No member, officer, or employee of City, or designees or
9 agents, no member of the governing body of City, and no other
10 public official who exercises any functions or responsibilities
11 with respect to the program during his or her tenure for one (1)
12 year thereafter, shall have any interest, direct or indirect, in
13 any contract or subcontract, or the proceeds thereof, for work to
14 be performed in connection with the activities assisted under
15 this Agreement.
16 13. Conflict of Interest: No Individual Liability.
17 No member, official, or employee of City shall have any
18 financial interest, direct, or indirect, in this Agreement, nor
19 shall any such member, official, or employee participate in any
20 decision relating to this Agreement which affects his or her
21 pecuniary interest, or the interests of any corporation,
22 partnership, or association, in which he or she is, directly, or
23 indirectly, interested. No member, official, or employee of the
24 City or VARP shall be personally liable in the event of any
25 default or breach of this Agreement by the City or VARP.
26 14. Bindinq Effect.
27 This Loan Agreement shall inure to the benefit of, and shall
28 be binding upon, the city and VARP and their respective
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1 successors and assigns, subject, however, to the limitations
2 contained in this Agreement.
S 15. Amendments. Changes and Modifications.
4 Except as otherwise provided in this Agreement, this
5 Agreement may not be amended, changed, modified, altered, or
6 terminated without the prior written consent of City and VARP. No
7 term or provision of this Agreement may be changed, waived,
8 discharged, or terminated orally, but only be an instrument in
9 writing signed by the party against which the enforcement of the
10 change, waiver, discharge, or termination is sought.
11 16. Execution of Counterparts.
12 This Agreement may be simultaneously executed in several
13 counterparts, each of which shall be an original and all of which
14 shall constitute but one and the same instrument.
15 17. Borrower's Authority.
16 Each individual executing this Agreement on behalf of VARP
17 represents and warrants that he or she is duly authorized to
18 execute and deliver this Agreement on behalf of VARP and that his
19 or her signature is binding upon VARP in accordance with its
20 term.
21 18. Notices.
22 All notices, certificates, or other communications as
23 described hereunder shall be delivered either personally or by
24 registered or certified mail, postage prepaid, return receipt
25 requested, and addressed to the parties at the addresses set
26 forth in this Agreement. If given by mail, such notice(s) shall
27 be effective as of the date so received. All such notices shall
28 be delivered or mailed to City or VARP addressed as follows:
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1 AS TO CITY
Director
2 Community Development Dept.
City of San Bernardino
3 City Hall, Fifth Floor
300 North "D" street
4 San Bernardino, CA 92411
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AS TO VARP
Executive Director
Veteran. Alcoholic
Rehabilitation Program
1100 North "0" street
San Bernardino, CA 92411
19. Entire Aqreement.
This Agreement and any documents or instruments attached
hereto or referred to herein integrate all terms and conditions
mentioned herein or incidental hereto, and supersede all
negotiations and prior writing in respect to the subject matter
hereof.
In the event of conflict between the terms, conditions
11 or provisions of this Agreement, and any such document or
12 instrument, the terms and conditions of this Agreement shall
13 prevail.
14 20. No Third Party Beneficiaries of Agreement.
15 Any performance required herein is for the protection of
City, its officers, agents, employees, contractors, and invitees.
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No third party beneficiaries other than as specifically named
herein are contemplated under any provision of this Agreement,
nor is it the intent of this Agreement to create any right in
same.
IN WITNESS WHEREOF, on this date,
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, the parties have executed this Loan Agreement the day
and year first above written.
CITY OF SAN BERNARDINO
By:
By:
Mayor of the City of San
Bernardino
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City Clerk
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12/17/87
VETERANS ALCOHOLIC
REHABILITATION PROGRAM
By:
Chairman, Board of Directors
By:
Secretary
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LEGAL DESCRIPTION FOR PROPERTY
LOCATED AT 1100 NORTH "D" STREET, SAN BERNARDINO
(Veterans Alcoholic Rehabilitation Program)
PARCEL NO: 1. That portion of Lot 3, Block 7S of Nine Acre
Survey of RANCHO SAN BERNARDINO, as per plat recorded in Book
7 of Maps, Page 2 records of said County, described as
follows:
BEGINNING at a point distant North 75 feet from the South
line of said Lot and distant Westerly 137.5 feet from the
West line of "D" Street, thence North parallel with the West
line of "0" Street, a distance of 50 feet; thence West
parallel with South line of said Lot to the West line of
Stoddard Avenue as said Avenue was conveyed to the City of
San Bernardino, by Deed recorded along the East line of said
Stoddard Avenue a distance 50 feet; thence East parallel with
the South line of said Lot to the point of beginning.
PARCEL NO: 2. That portion of Lot 3, Block 75 of Nine Acre
Survey of RANCHO SAN BERNARDINO, as per plat recorded in Book
7 of Maps, Page 2, records of said County, described as
follows:
BEGINNING at a point on the West line of "D" stret, 25 feet
North of the South line of said Lot 3; thence West 137.5
feet; thence North 100 feet; thence East 137.5 feet, to the
West line of said liD" Street; thence 100 feet, to the point
of beginning.
COMMONLY KNOW AS 1100 North "D" Street, San Bernardino,
California.
EXHIBIT "A"
12/17/87
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