HomeMy WebLinkAbout2017-1601
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RESOLUTION NO. 2017-160
RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO, ACTING AS THE SUCCESSOR AGENCY TO THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,
AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH THE COUNTY OF
SAN BERNARDINO FOR THE CANCELLATION OF PROPERTY TAXES ON 285
FORMER REDEVELOPMENT AGENCY PARCELS, AND CERTAIN RELATED
ACTIONS
WHEREAS, in March 2011 the Redevelopment Agency of the City of San
Bernardino ("RDA") transferred 285 parcels of property ("Parcels") located in the City of San
Bernardino ("City") to the San Bernardino Economic Development Corporation ("SBEDC"),
a California nonprofit corporation formed to assist the RDA in redevelopment activities, for
the purpose of facilitating the redevelopment of the Parcels; and
WHEREAS, the California State Controller and California Department of Finance
I("DOF") asserted that the transfer of the Parcels was unauthorized under legislation enacted
by the California Legislature in 2011 and 2012 requiring the dissolution of redevelopment
agencies and the disposition of redevelopment agency assets ("Dissolution Laws"); and
WHEREAS, as required by the Dissolution Laws, the RDA was dissolved effective
I February 1, 2012 and its assets and affairs were transferred to the City as the successor agency
to the RDA ("Successor Agency"); and
WHEREAS, the Mayor and City Council of the City act as the governing body of the
Successor Agency; and
WHEREAS, pursuant to the direction of the Controller and DOF, the Parcels were
returned by SBEDC to the Successor Agency beginning in 2014; and
WHEREAS, 98 of the Parcels are currently owned by the Successor Agency; and
WHEREAS, the County of San Bernardino ("County") assessed property taxes
("Taxes") on the Parcels from the time of their transfer to SBEDC until their return to the
Successor Agency; and
WHEREAS, as of July 1, 2017 the Taxes, with accrued interest, totaled
1 $5,740,384.31; and
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WHEREAS, in view of the divestiture of the Parcels from SBEDC pursuant to the
directives of the Controller and DOF, and the return of the Parcels to the Successor Agency,
the City and Successor Agency have asked that the Taxes be cancelled; and
WHEREAS, the County has agreed to cancel the Taxes subject to terms and
conditions set forth in a written agreement ("Agreement") between the City, County, and
Successor Agency, negotiated by counsel for the parties and attached to this Resolution as
Exhibit "A"; and
WHEREAS, it is necessary that the execution of the Agreement on behalf of the
Successor Agency be authorized by the Mayor and City Council as governing body of the
Successor Agency.
NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COUNCIL OF THE CITY OF SAN BERNARDINO, ACTING AS THE SUCCESSOR
AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO, AS FOLLOWS:
SECTION 1. The City Manager or his or her designee is hereby authorized to
execute the Agreement on behalf of the Successor Agency, subject to such clerical or other
non -material revisions as he or she, in consultation with the City Attorney, may deem
necessary and appropriate to effectuate the intent and purposes of the Agreement, and to take
such further actions as may be necessary to accomplish the effectiveness and implementation
of the Agreement.
SECTION 2. This Resolution shall take effect immediately upon its adoption by the
Mayor and City Council.
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RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO, ACTING AS THE SUCCESSOR AGENCY TO THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO,
AUTHORIZING THE EXECUTION OF AN AGREEMENT WITH THE COUNTY OF
SAN BERNARDINO FOR THE CANCELLATION OF PROPERTY TAXES ON 285
FORMER REDEVELOPMENT AGENCY PARCELS, AND CERTAIN RELATED
ACTIONS
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
and City Council of the City of San Bernardino at a Joint Regular Meeting thereof, held on the
16th day of Au ust 2017, by the following vote, to wit:
Council Members: AYES NAYS
MARQUEZ X
.. IR jIfem
VALDIVIA X
SHORETT X(M)
NICKEL X
RICHARD X
MULVIHILL X(S)
ABSTAIN ABSENT
29
George lHanna, C C,I City Clerk
The foregoing Resolution is hereby approved this 16a' day of August 2017
Approved as to form:
Gary D. Saenz, City Attorney
By.,
3
w --
R. Carey Da/1', Mayor
City of S emardino
CCO
ERNARDINO
UNTY
FAS
CONTRACT TRANSMITTAL
FOR COUNTY USE ONLY
04
New
Change
Cancel
FAS Vendor Code
N/A
/+
SC
Dept.
ASR
Contract Number
rl —'931
ePro Vendor Number
N/A
ePro Contract Number
N/A
County Department Dept. Orgn.
Assessor -Recorder -County Clerk ASR ASR
Contractor's License No.
N/A
County Department Contract Representative Telephone
Bob Dutton 909 382-3900
Total Contract Amount
N/A
Contract Type
® Revenue El Encumbered E3 Unencumbered ® Other:
If not encumbered or revenue contract type, provide reason: Mutual Release and Settlement Agreement
Commodity Code
N/A
Contract Start Date
10/31/17
Contract End Date
N/A
Original Amount
N/A
Amendment Amount
N/A
Fund
Dept.
Organization
Appr.
Obj/Rev Source
GRC/PROJ/JOB No.
Amount
Fund
Dept.
Organization
Appr.
Obj/Rev Source
GRC/PROJ/JOB No.
Amount
Fund
Dept.
Organization
Appr.
Obj/Rev Source
GRC/PROJ/JOB No.
Amount
Project Name
Estimated Payment Total by Fiscal Year
FY Amount I/D FY Amount I/D
CONTRACTOR City of San Bernardino and Successor Agency to the Redevelopment Agency of the City of San Bernardino
Federal ID No. or Social Security No. On File
Contractor's Representative Andrea M. Miller, City Mar
Address 290 North D Street, San Bernardino, CA 92401
Phone (909)384-5122
Nature of Contract: (Briefly describe the general terms of the contract) A Mutual Release and Settle Agreement
relating to the cancellation of real property taxes in connection with the former Redevelplfment Agency of the City of San
Bernardino's transfers of 285 parcels disallowed by the State Controller.
CO
��j0 coy
(Attach this transmittal to all cis`not prepare�,;,Z J ontract" form.)
Approved as to f_egal Form (sigpdn <) Review ld ` o &ontreot pr nce Presented to BOS for Signature
Date I U _
Auditor-Controller/Treasurer/Tax Collector Use Only
❑ Contract Database ❑ FAS
Input Date Keyed By
Department Head
Date
o... ,:_-,+ nc inn ionic
MUTUAL RELEASE AND SETTLEMENT AGREEMENT
This Mutual Release and Settlement Agreement ("Settlement Agreement"), is
entered into by and among the City of San Bernardino, a charter city and municipal corporation
("City"), the Successor Agency to the Redevelopment Agency of the City of San Bernardino
("Successor Agency"), the County of San Bernardino, a public body, corporate and politic
("County"), and the San Bernardino Assessor -Recorder -County Clerk ("Assessor"). City,
Successor Agency, County and Assessor are sometimes hereafter referred to, individually, as a
"Party," and collectively, as the "Parties".
RECITALS
A. WHEREAS, on June 28, 2011, the Governor of the State of California
signed into law Assembly Bill 26 (AB 1X 26, Chapter 5, Statutes of 2011, First Extraordinary
Session), providing for the elimination of redevelopment agencies (RDAs), commencing with the
fiscal year 2011-12 State budget.
B. WHEREAS, AB 1X 26 prohibited RDAs from engaging in new business,
established mechanisms and timelines for dissolution of the RDAs, and created RDA Successor
Agencies to oversee the dissolution of the RDAs and redistribution of the RDA assets.
C. WHEREAS, the provisions of AB 1 X 26 and AB 1484, enacted as cleanup
legislation to AB 1X 26, prohibit the transfer of assets to a city, county, city and county, or any
other public agency after January 1, 2011.
D. WHEREAS, AB 1X 26 requires the State Controller to review the activities
of RDAs to determine whether an unauthorized asset transfer has occurred between January 1,
2011 and the date at which the RDA ceases to operate, or January 31, 2012, whichever is earlier.
E. WHEREAS, in accordance with the requirements of AB 1 X 26, the State
Controller conducted an asset transfer review of transactions among the City of San Bernardino
Economic Development Agency ("City RDA"), the City, and/or other public agencies and issued
Mutual Release and Settlement Agreement
Page 1 of 21
its findings in a report, dated March 2013 (the "Report").
F. WHEREAS, among other findings, the State Controller identified the
transfer of parcels (the "SBEDC Parcels") from the City RDA to the San Bernardino Economic
Development Corporation ("SBEDC') that occurred during the period of January 1, 2011 and
January 31, 2012.
G. WHEREAS, upon the transfer of the SBEDC Parcels from the City RDA
to the SBEDC, the Assessor reclassified the SBEDC Parcels as taxable parcels. The SBEDC
Parcels are more fully described in Exhibit "A" attached hereto and incorporated herein by this
reference.
H. WHEREAS, the State Controller determined that the SBEDC is an entity
under the control of the City, that the "RDA made an unallowable transfer" to SBEDC and,
therefore, ordered the SBEDC Parcels be turned over to the Successor Agency.
I. WHEREAS, the City/Successor Agency contested the findings and
determinations made by the State Controller in connection with the asset transfer review, arguing
in part, that at the time of the transfer, that transaction was "allowable, legally authorized,
enforceable, binding and valid".
J. WHEREAS, between December 3, 2014 and December 17, 2014, the
SBEDC complied with the State Controller order and transferred the SBEDC Parcels to the
Successor Agency.
K. WHEREAS, upon notice of the transfer of the SBEDC Parcels to the
Successor Agency, the Assessor reclassified the SBEDC Parcels as tax exempt.
L. WHEREAS, the Successor Agency and the City have requested that the
County cancel the real property taxes levied by the County on the SBEDC Parcels that are
applicable to the period of time that the SBEDC held title to such properties consistent with the
order and determination of the State Controller as delineated in the Asset Transfer Review.
Mutual Release and Settlement Agreement
Page 2 of 21
M. WHEREAS, the Parties have been engaged in investigation, analysis and
discussions to determine the legal, financial and operational consequences of complying with the
Successor Agency's and the City's request.
N. WHEREAS, the Parties hereto intend and desire hereby to settle any and
all disputes between each other which arise out of (i) the initial transfer of the SBEDC Parcels (the
"Initial Transfers"), (ii) all subsequent transfers of one or more of the SBEDC Parcels (the
"Subsequent Transfers"), (iii) the classification and reclassification by the Assessor of one or more
of the SBEDC Parcels (the "Classifications"), and (iv) any and all actions taken by the Assessor
and the County in connection with or relating to one or more of the SBEDC Parcels from January
1, 2011 through and including the date of full execution of this Agreement (the "County Actions")
and to accomplish hereby a full and final settlement between the Parties of all claims which arise
out of the Initial Transfers, the Subsequent Transfers, the Classifications and the County Actions.
Hereinafter all disputes between the Parties which arise out of the Initial Transfers, the Subsequent
Transfers, the Classifications and the County Actions shall be referred to as the "Released Claims".
O, WHEREAS, the Parties recognize and agree that the mutual releases and
other terms of this Settlement Agreement apply exclusively to their respective claims and rights
with respect to the properties described in Exhibit "A" hereto, and expressly reserve all of their
respective claims and rights with respect to all properties not so described, including without
limitation other City RDA properties that may have been transferred to or otherwise acquired by
SBEDC or any other person or entity.
NOW, THEREFORE, in consideration of the terms, covenants, promises,
representations, and conditions contained herein, and for other good and valuable consideration,
the receipt, sufficiency and adequacy of which are hereby acknowledged by each of the Parties,
the Parties and each of them, hereby represent and agree as follows:
Mutual Release and Settlement Agreement
Page 3 of 21
this reference.
The Recitals set forth above are true and correct and incorporated herein by
2. It is agreed and understood that nothing contained herein shall be deemed
as an admission of any liability on the part of any of the Parties with respect to the matters described
in this Settlement Agreement.
3. Within thirty (30) business days of the date on which this Settlement
Agreement is fully executed, which is the last date on which the Agreement is signed by all Parties,
Assessor shall cancel the real property assessments enrolled by the County on the parcels set forth
on Exhibit "A," attached hereto and made a part hereof by this reference, that are applicable to the
period of time during which the SBEDC held title to such properties consistent with the order and
determination of the State Controller as delineated in the Asset Transfer Review.
4. Notwithstanding the foregoing, the Assessor shall enroll a possessory
interest ("PI") assessment for each of the relevant years for any parcel set forth on Exhibit "A" as
the Assessor determines is or should have been subject to such PI assessment but for the acts of
the Parties described herein. Within thirty (30) calendar days of the date on which this Settlement
Agreement is fully executed, City and Successor Agency and each of them shall deliver to the
Assessor any and all records, documents or other evidence of a possessory interest in any one or
more of the parcels set forth in Exhibit "A" hereto and any supplemental information as may be
requested by the Assessor. The PI assessments will be assessed to the party who holds or held the
interest in the applicable parcel. Notwithstanding the foregoing, City shall pay or cause to be paid
to the Tax Collector any PI assessments due and owing within fifteen (15) business days of written
notification of the taxes due for such PI assessments for one or more of the parcels set forth in
Exhibit "A" hereto.
Mutual Release and Settlement Agreement
Page 4 of 21
5. CITY RELEASES
5.1. City, on behalf of itself, as well as on behalf of each of its elected
and appointed officials, officers, directors, agents, employees, servants, successors, executors,
administrators, attorneys, heirs, trustees, trustors, departments, divisions, agencies, affiliated
entities, subsidiaries, beneficiaries and assigns, if any, hereby forever releases, acquits, and
discharges the County and the Assessor (collectively, the "County Parties"), as well as each of
their past and present elected and appointed officials, directors, officers, agents, employees,
servants, successors, executors, attorneys, heirs, trustees, trustors, departments, divisions,
agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any, from any and all claims,
demands, actions, defenses, liabilities, obligations, and indebtedness, with respect to any and all
breaches of contract, breaches of duty or any relationship, acts, omissions, misfeasances,
malfeasances, causes or causes of action, debts, sums of money, accounts, compensation,
contracts, controversies, promises, damages, costs, losses and expenses, of every type, kind,
nature, description or character, whatsoever, whether in law or in equity, whether contractual,
common law, statutory, federal, state, or otherwise, whether known or unknown, whether
suspected to exist or not, whether liquidated or unliquidated, each as though fully set forth herein
at length, which City has ever had, or hereafter may have or claim to have, by reason of, arising
out of, or connected with or related to any acts, omissions, transactions, or occurrences, arising out
of the Released Claims.
5.2. City acknowledges, represents, and warrants that there may be
claims arising out of the Released Claims by reason of acts, omissions, transactions or occurrences,
against the County Parties, as well as against the past and present employees, servants, successors,
attorneys, and assigns, if any, of the County Parties of which, at the time this Settlement Agreement
is executed, it has no knowledge or suspicion. City hereby agrees and represents that this
Settlement Agreement is specifically intended to, and does, extend to any and all such claims,
Mutual Release and Settlement Agreement
Page 5 of 21
whether or not known, claimed, or suspected by it. Therefore, City, on behalf of itself, as well as
on behalf of each of its officers, directors, agents, employees, servants, successors, executors,
administrators, attorneys, heirs, trustees, trustors, parent corporations, subsidiaries, beneficiaries
and assigns, if any, hereby expressly waives the benefits of Section 1542 of the California Civil
Code which provides:
Parties as follows:
"Section 1542. GENERAL RELEASE; EXTENT. A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS
OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR."
5.3. City hereby acknowledges, represents, and warrants, to the County
5.3.1. The person signing this Settlement Agreement as or on
behalf of City understands the meaning and effect of Section 1542 of the California Civil Code set
forth above.
5.3.2. WITH REGARD TO SECTION 1542 OF THE
CALIFORNIA CIVIL CODE, CITY AGREES TO ASSUME THE RISK OF ANY AND ALL
UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD DEFENSES, CLAIMS, CAUSES
OF ACTION, CONTRACTS, LIABILITIES, INDEBTEDNESS AND OBLIGATIONS WHICH
ARE RELEASED BY THE RELEASES CONTAINED IN THIS SECTION 5 (THE "CITY
RELEASES") IN FAVOR OF THE COUNTY PARTIES AND CITY HEREBY WAIVES AND
RELEASES ALL RIGHTS AND BENEFITS WHICH IT MIGHT OTHERWISE HAVE UNDER
Mutual Release and Settlement Agreement
Page 6 of 21
THE AFOREMENTIONED SECTION 1542 OF THE CALIFORNIA CIVIL CODE WITH
REGARD TO THE RELEASE OF SUCH UNKNOWN, UNANTICIPATED OR
MISUNDERSTOOD DEFENSES, CLAIMS, CAUSES OF ACTION, CONTRACTS,
LIABILITIES, INDEBTEDNESS AND OBLIGATIONS.
5.3.3. EACH PERSON SIGNING THIS SETTLEMENT
AGREEMENT AS OR ON BEHALF OF CITY HAS READ THE FOREGOING RELEASES.
SAID PERSON FULLY UNDERSTANDS THAT THE CITY RELEASES HAVE IMPORTANT
LEGAL CONSEQUENCES. SAID PERSON REALIZES HE OR SHE IS RELEASING ANY
AND ALL CLAIMS THAT THE CITY HAS AS SET FORTH ABOVE. CITY HAS HAD A
LAWYER'S ADVICE CONCERNING THE LEGAL CONSEQUENCES OF THE CITY
RELEASES. THE PERSON SIGNING AS OR ON BEHALF OF CITY WARRANTS AND
REPRESENTS THAT HE OR SHE IS AUTHORIZED TO MAKE THE FOREGOING
RELEASES IN THE REPRESENTATIVE CAPACITY INDICATED, IF ANY.
5.3.4. The City Releases set forth in this Section 5 shall not be
construed to be and do not constitute an admission of any liability on the part of City. Said City
Releases shall constitute an absolute bar to any claim of any kind, whether any such claim is based
on contract, tort, warranty, mistake or any other theory, whether legal, statutory or equitable. City
specifically agrees that any attempt to assert a claim barred by said City Releases shall subject the
party asserting said claim to the provisions of applicable law setting forth the remedies for the
bringing of groundless, frivolous, or baseless claims or causes of action.
5.4. The City Releases set forth in this Section 5 shall inure to the benefit
of the past and present elected and appointed officials, directors, officers, agents, employees,
servants, successors, executors, attorneys, heirs, trustees, trustors, departments, divisions,
agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any, of the County Parties.
N
Mutual Release and Settlement Agreement
Page 7 of 21
6. SUCCESSOR AGENCY RELEASES
6.1. Successor Agency, on behalf of itself, as well as on behalf of each
of its elected and appointed officials, directors, officers, agents, employees, servants, successors,
executors, attorneys, heirs, trustees, trustors, departments, divisions, agencies, affiliated entities,
subsidiaries, beneficiaries and assigns, if any, hereby forever releases, acquits, and discharges the
County Parties, as well as each of their past and present elected and appointed officials, directors,
officers, agents, employees, servants, successors, executors, attorneys, heirs, trustees, trustors,
departments, divisions, agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any,
from any and all claims, demands, actions, defenses, liabilities, obligations, and indebtedness, with
respect to any and all breaches of contract, breaches of duty or any relationship, acts, omissions,
misfeasances, malfeasances, causes or causes of action, debts, sums of money, accounts,
compensation, contracts, controversies, promises, damages, costs, losses and expenses, of every
type, kind, nature, description or character, whatsoever, whether in law or in equity, whether
contractual, common law, statutory, federal, state, or otherwise, whether known or unknown,
whether suspected to exist or not, whether liquidated or unliquidated, each as though fully set forth
herein at length, which Successor Agency has ever had, or hereafter may have or claim to have,
by reason of, arising out of, or connected with or related to any acts, omissions, transactions, or
occurrences, arising out of the Released Claims.
6.2. Successor Agency acknowledges, represents, and warrants that
there may be claims arising out of the Released Claims by reason of acts, omissions, transactions
or occurrences, against the County Parties, as well as against the past and present employees,
servants, successors, attorneys, and assigns, if any, of the County Parties of which, at the time this
Settlement Agreement is executed, it has no knowledge or suspicion. Successor Agency hereby
agrees and represents that this Settlement Agreement is specifically intended to, and does, extend
to any and all such claims, whether or not known, claimed, or suspected by it. Therefore,
Mutual Release and Settlement Agreement
Page 8 of 21
Successor Agency, on behalf of itself, as well as on behalf of each of its officers, directors, agents
employees, servants, successors, executors, administrators, attorneys, heirs, trustees, trustors,
parent corporations, subsidiaries, beneficiaries and assigns, if any, hereby expressly waives the
benefits of Section 1542 of the California Civil Code which provides:
"Section 1542. GENERAL RELEASE; EXTENT. A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS
OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE
MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR."
6.3. Successor Agency hereby acknowledges, represents, and warrants,
to the County Parties as follows:
6.3.1. The person signing this Settlement Agreement as or on
behalf of Sucessor Agency understands the meaning and effect of Section 1542 of the California
Civil Code set forth above.
6.3.2. WITH REGARD TO SECTION 1542 OF THE
CALIFORNIA CIVIL CODE, SUCCESSOR AGENCY AGREES TO ASSUME THE RISK OF
ANY AND ALL UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD DEFENSES,
CLAIMS, CAUSES OF ACTION, CONTRACTS, LIABILITIES, INDEBTEDNESS AND
OBLIGATIONS WHICH ARE RELEASED BY THE RELEASES CONTAINED IN THIS
SECTION 6 (THE "SUCCESSOR AGENCY RELEASES") IN FAVOR OF THE COUNTY
PARTIES AND SUCCESSOR AGENCY HEREBY WAIVES AND RELEASES ALL RIGHTS
Mutual Release and Settlement Agreement
Page 9 of 21
AND BENEFITS WHICH IT MIGHT OTHERWISE HAVE UNDER THE
AFOREMENTIONED SECTION 1542 OF THE CALIFORNIA CIVIL CODE WITH REGARD
TO THE RELEASE OF SUCH UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD
DEFENSES, CLAIMS, CAUSES OF ACTION, CONTRACTS, LIABILITIES,
INDEBTEDNESS AND OBLIGATIONS.
6.3.3. EACH PERSON SIGNING THIS SETTLEMENT
AGREEMENT AS OR ON BEHALF OF SUCCESSOR AGENCY HAS READ THE
FOREGOING SUCCESSOR AGENCY RELEASES. SAID PERSON FULLY
UNDERSTANDS THAT THE RELEASES HAVE IMPORTANT LEGAL CONSEQUENCES.
SAID PERSON REALIZES HE OR SHE IS RELEASING ANY AND ALL CLAIMS THAT
THE SUCCESSOR AGENCY HAS AS SET FORTH ABOVE. SUCCESSOR AGENCY HAS
HAD A LAWYER'S ADVICE CONCERNING THE LEGAL CONSEQUENCES OF THE
SUCCESSOR AGENCY RELEASES. THE PERSON SIGNING AS OR ON BEHALF OF
SUCCESSOR AGENCY WARRANTS AND REPRESENTS THAT HE OR SHE IS
AUTHORIZED TO MAKE THE FOREGOING SUCCESSOR AGENCY RELEASES IN THE
REPRESENTATIVE CAPACITY INDICATED, IF ANY.
6.3.4. The Successor Agency Releases set forth in this Section 6
shall not be construed to be and do not constitute an admission of any liability on the part of
Successor Agency. Said Successor Agency Releases shall constitute an absolute bar to any claim
of any kind, whether any such claim is based on contract, tort, warranty, mistake or any other
theory, whether legal, statutory or equitable. Successor Agency specifically agrees that any
attempt to assert a claim barred by said Successor Agency Releases shall subject the party asserting
said claim to the provisions of applicable law setting forth the remedies for the bringing of
groundless, frivolous, or baseless claims or causes of action.
Mutual Release and Settlement Agreement
Page 10 of 21
6.4. The Successor Agency Releases set forth in this Section 6 shall inure
to the benefit of the past and present elected and appointed officials, directors, officers, agents,
employees, servants, successors, executors, attorneys, heirs, trustees, trustors, departments,
divisions, agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any, of the County
Parties.
7. COUNTY PARTIES RELEASES
7.1. The County Parties, on behalf of themselves, as well as on behalf of
each of their respective elected and appointed officials, directors, officers, agents, employees,
servants, successors, executors, attorneys, heirs, trustees, trustors, departments, divisions,
agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any, hereby forever releases,
acquit, and discharge City and Successor Agency (collectively, the "City Parties"), as well as each
of the past and present elected and appointed officials, directors, officers, agents, employees,
servants, successors, executors, attorneys, heirs, trustees, trustors, departments, divisions,
agencies, affiliated entities, subsidiaries, beneficiaries and assigns, if any, of each of the City
Parties from any and all claims, demands, actions, defenses, liabilities, obligations, and
indebtedness, with respect to any and all breaches of contract, breaches of duty or any relationship,
acts, omissions, misfeasances, malfeasances, causes or causes of action, debts, sums of money,
accounts, compensation, contracts, controversies, promises, damages, costs, losses and expenses,
of every type, kind, nature, description or character, whatsoever, whether in law or in equity,
whether contractual, common law, statutory, federal, state, or otherwise, whether known or
unknown, whether suspected to exist or not, whether liquidated or unliquidated, each as though
fully set forth herein at length, which the County Parties have ever had, or hereafter may have or
claim arising out of the Released Claims.
7.2. The County Parties acknowledge, represent, and warrant that they
may have claims arising out of the Released Claims by reason of acts, omissions, transactions or
Mutual Release and Settlement Agreement
Page 11 of 21
occurrences, against the City Parties, as well as against the past and present directors, officers,
employees, servants, successors, attorneys, trustees, trustors, beneficiaries, insurers and assigns,
parent corporations or subsidiaries, if any, of each of the City Parties, respectively, of which, at
the time this Settlement Agreement is executed, the County Parties have no knowledge or
suspicion. The County Parties hereby agree and represent that this Settlement Agreement is
specifically intended to, and does, extend to any and all such claims, whether or not known,
claimed, or suspected by any of them. Therefore, the County Parties on behalf of themselves, as
well as on behalf of their respective directors, officers, agents, employees, servants, trustees,
trustors, successors, attorneys, and assigns, if any, hereby expressly waive the benefits of Section
1542 of the California Civil Code which provides:
"Section 1542. GENERAL RELEASE; EXTENT. A GENERAL
RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR
DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR
AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN
BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR
HER SETTLEMENT WITH THE DEBTOR."
7.3. The County Parties hereby acknowledge, represent, and warrant, to
the City Parties, as follows:
7.3.1. The persons signing this Settlement Agreement as or on
behalf of the County Parties understand the meaning and effect of Section 1542 of the California
Civil Code set forth above.
7.3.2. WITH REGARD TO SECTION 1542 OF THE
CALIFORNIA CIVIL CODE THE COUNTY PARTIES AGREE TO ASSUME THE RISK OF
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Page 12 of 21
ANY AND ALL UNKNOWN, UNANTICIPATED OR MISUNDERSTOOD DEFENSES,
CLAIMS, CAUSES OF ACTION, CONTRACTS, LIABILITIES, INDEBTEDNESS AND
OBLIGATIONS WHICH ARE RELEASED BY THE RELEASES CONTAINED IN THIS
SECTION 7 (THE "COUNTY PARTIES RELEASES") IN FAVOR OF THE CITY PARTIES,
AND THE COUNTY PARTIES HEREBY WAIVE AND RELEASE ALL RIGHTS AND
BENEFITS WHICH THEY AND EACH OF THEM MIGHT OTHERWISE HAVE UNDER
THE AFOREMENTIONED SECTION 1542 OF THE CALIFORNIA CIVIL CODE WITH
REGARD TO THE RELEASE OF SUCH UNKNOWN, UNANTICIPATED OR
MISUNDERSTOOD DEFENSES, CLAIMS, CAUSES OF ACTION, CONTRACTS,
LIABILITIES, INDEBTEDNESS AND OBLIGATIONS.
7.3.3. EACH PERSON SIGNING THIS SETTLEMENT
AGREEMENT AS OR ON BEHALF OF THE COUNTY PARTIES HAS READ THE
FOREGOING COUNTY PARTIES RELEASES. SAID PERSONS FULLY UNDERSTAND
THAT THE COUNTY PARTIES RELEASES HAVE IMPORTANT LEGAL
CONSEQUENCES. SAID PERSONS REALIZE THEY ARE RELEASING ANY AND ALL
CLAIMS THAT THE COUNTY PARTIES HAVE AS SET FORTH ABOVE. THE COUNTY
PARTIES HAVE HAD A LAWYER'S ADVICE CONCERNING THE LEGAL
CONSEQUENCES OF THE COUNTY PARTIES RELEASES. EACH OF THE PERSONS
SIGNING AS OR ON BEHALF OF THE COUNTY PARTIES WARRANTS AND
REPRESENTS THAT HE OR SHE IS AUTHORIZED TO MAKE THE FOREGOING
COUNTY PARTIES' RELEASES IN THE REPRESENTATIVE CAPACITY INDICATED, IF
ANY.
7.3.4. The County Parties Releases set forth in this Section 7 shall
constitute an absolute bar to any claim of any kind, whether any such claim is based on contract,
tort, warranty, mistake or any other theory, whether legal, statutory or equitable. The County
Mutual Release and Settlement Agreement
Page 13 of 21
Parties specifically agree that any attempt to assert a claim barred by said County Parties Releases
shall subject the County Parties to the provisions of applicable law setting forth the remedies for
the bringing of groundless, frivolous, or baseless claims or causes of action.
7.4. The County Parties Releases set forth in this Section 7 shall inure to
the benefit of the elected and appointed officials, directors, officers, agents, employees, servants,
successors, executors, attorneys, heirs, trustees, trustors, departments, divisions, agencies,
affiliated entities, subsidiaries, beneficiaries and assigns, of the City Parties.
8. INDEMNIFICATION
Successor Agency and City and each of them agree to indemnify, defend
(with counsel reasonably approved by the County Parties) and hold harmless the County Parties
and each of their respective authorized officers, employees, agents and volunteers from any and
all claims, actions, losses, damages, and/or liability arising out of the performance of this contract
from any cause whatsoever, including the acts, errors or omissions of any person and for any costs
or expenses incurred by the County Parties on account of any claim except where such
indemnification is prohibited by law. This indemnification provision shall apply regardless of the
existence or degree of fault of indemnitees. Each of the City's and the Successor Agency's
indemnification obligations apply to the County Parties' "active" as well as "passive" negligence
but do not apply to the County Parties' "sole negligence" or "willful misconduct" within the
meaning of Civil Code Section 2782.
9. GENERAL TERMS
9.1. Pursuant to Evidence Code Section 1123, this Settlement
Agreement is enforceable, binding, admissible in a court of law, and may be disclosed by any party
hereto.
9.2. Each individual executing this document on behalf of a party hereto
hereby warrants and represents that he or she has been duly authorized to do so.
Mutual Release and Settlement Agreement
Page 14 of 21
9.3. This Settlement Agreement, and all documents executed by the
Parties, either concurrently herewith or subsequent hereto as provided for herein, shall represent
the entire understanding and agreement among the Parties with respect to the subject matter of this
Settlement Agreement, and the same may not be altered or amended except by a subsequent written
agreement executed by all of the Parties, or their respective successors, executors or
administrators. The Parties acknowledge and agree that no representations, express or implied,
have been made or relied upon in executing and agreeing to be bound by this Settlement
Agreement, except as specifically set forth herein.
9.4. This Settlement Agreement and all documents and instruments
required hereunder shall be governed by and construed in accordance with the laws of the State of
California.
9.5. The terms, covenants, promises, conditions and representations
contained in this Settlement Agreement shall inure to and be binding upon the successors and
assigns of all of the Parties and each of them. Except as otherwise expressly provided for herein,
this Settlement Agreement is not intended to be for the benefit of any person other than the Parties.
9.6. If any provision of this Settlement Agreement shall be held
prohibited by or invalidated under applicable law, such provision shall be ineffective only to the
extent of such prohibition or invalidity, without invalidating or rendering ineffective the remainder
of such provision, or any other provision of this Settlement Agreement.
9.7. Time is of the essence with respect to the performance of each and
every term, covenant, promise and condition contained herein.
9.8. If legal action shall be instituted to enforce any of the provisions of
this Settlement Agreement, the prevailing party shall be entitled to recover reasonable attorneys'
fees incurred thereby.
Mutual Release and Settlement Agreement
Page 15 of 21
9.9. Each of the Parties hereby acknowledges the receipt of advice of
legal counsel regarding this Settlement Agreement prior to executing it.
9.10. This Settlement Agreement supersedes any and all prior and
contemporaneous agreements between or among any of the Parties with respect to the subject
matter of this Settlement Agreement.
9.11. The execution, delivery, or performance of this Settlement
Agreement and any documents provided for hereunder are not in contravention of nor in conflict
with any agreement by which the Parties, or any of them, are legally bound.
9.12. hi construing the terms of this Settlement Agreement, the singular
shall include the plural, and the plural shall include the singular.
9.13. The Parties agree to execute all documents and take all actions to
fulfill the purposes of this Settlement Agreement.
9.14. This document may be executed in counter -part and the signature
pages combined to form one document which is binding on all of the parties hereto. Facsimiles of
the signatures of the parties hereto are deemed to be binding and the parties will send the originals
of their signatures on this Settlement Agreement to the Office of County Counsel with respect to
the County Parties and to the Office of City Attorney with respect to the City Parties.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
Mutual Release and Settlement Agreement
Page 16 of 21
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed
by their respective authorized officers.
CITY OF SAN BERNARDINO
A California Charter City and Municipal Corporation
Dated: October gyp, 2017 By: 1"! 1L
Andrea M. Miller, City Manager
ATTEST:
By:
Georgeann " tgi" Hann , rty Clerk
APPROVED AS TO FORM:
Gary D. Saenz, City Attorney
By.
cLy—
SU(�S ENCY TO THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO
Dated: October1 �D, 201— By: -Omlbt-dld��114
Andrea M. Miller, xecutive Director
ATTEST:
By: —
eorgeann " gi" Hanna, Ci Jerk
APPROVED AS TO FORM:
Gary D. Saenz, City Attorney
Mutual Release and Settlement Agreement
Page 17 of 21
By:
(n
Mutual Release and Settlement Agreement
Page 17 of 21
COUNTY OF SAN BERNARDINO
Dated: Off 3 11017 By: 2&rw C_ «/ w
RO ERT A. LOVINGOOD, Chairman
Mutual Release and Settlement Agreement
Page 18 of 21
By: \
Laura H. Welch, Clerk
Approved as to Legal Form:
JEAN-jtFNE-4kISLE, County Counsel
0
Chief Assistant County Counsel
SAN BERNARDINO COUNTY ASSESSOR-
AA1A1.AhWq0'
BOB DUTTON,
ATTEST:
By:
Welc",a
h, Clerk of the BoMd
Approved as to Legal Form:
JEAN-RENE BASLE, County Counsel
By. &)?
Robert F. Messinger
Principal Assistant County Counsel
EXHIBIT "A"
SBEDC PARCELS
(Identified by Assessor Parcel Numbers)
0134014100000
0134251600000
0148011300000
0134062120000
1034251620000
0148021590000
0134071190000
0134301200000
0148022060000
0134071240000
0134311400000
0148173070000
0134071260000
0134311500000
0155101080000
0134071580000
0134321240000
0155381110000
0134093070000
0135061190000
0155381450000
0134093080000
0135191130000
0261111210000
0134093090000
0135191140000
0261111230000
0134101090000
0136111140000
0261111250000
0134101100000
0136111150000
0261111290000
0134121250000
0136111230000
0261111300000
0134121260000
0136111240000
0261111330000
0134121270000
0136122690000
0261111350000
0134131100000
0138114090000
0261111370000
0134131260000
0138114100000
0261111400000
0134131270000
0138114110000
0261121010000
0134131280000
0138114180000
0261121020000
0134131290000
0138115130000
0261121030000
0134131300000
0138122330000
0261121130000
0134131340000
0139231340000
0261121140000
0134131350000
0139291600000
0261171060000
0134131360000
0139291610000
0261451010000
0134131370000
0140273210000
0261451020000
0134141280000
0140281520000
0261451030000
0134141290000
0140281540000
0261451040000
0134141340000
0141252040000
0261451050000
0134141360000
0141252060000
0261451060000
0134151310000
0144123030000
0261451070000
0134221430000
0144123460000
0261451080000
0134231310000
0144131210000
0261451090000
0134241640000
0144131360000
0261451100000
0134251570000
0145242320000
0261451110000
0134251580000
0145242330000
0261451120000
0134251590000
0146241070000
0261451130000
Mutual Release and Settlement Agreement
Page 19 of 21
0261451140000
0261461060000
0261461460000
0261451150000
0261461070000
0261461470000
0261451160000
0261461080000
0261461480000
0261451170000
0261461090000
0261461490000
0261451180000
0261461100000
0261461500000
0261451190000
0261461110000
0261461510000
0261451200000
0261461120000
0261461520000
0261451210000
0261461130000
0261461530000
0261451220000
0261461140000
0261461540000
0261451230000
0261461150000
0261461550000
0261451240000
0261461160000
0261461560000
0261451250000
0261461170000
0261461570000
0261451260000
0261461180000
0261461580000
0261451270000
0261461190000
0261461590000
0261451280000
0261461200000
0261461600000
0261451290000
0261461210000
0261461610000
0261451300000
0261461220000
0261461620000
0261451310000
0261461230000
0261461630000
0261451320000
0261461240000
0261461640000
0261451330000
0261461250000
0261461650000
0261451340000
0261461260000
0261461660000
0261451350000
0261461270000
0280062070000
0261451360000
0261461280000
0281021300000
0261451370000
0261461290000
0281031510000
0261451380000
0261461300000
0281031520000
0261451390000
0261461310000
0281041410000
0261451400000
0261461320000
1191021010000
0261451410000
0261461330000
1191021110000
0261451420000
0261461340000
1191021120000
0261451430000
0261461350000
1191021130000
0261451440000
0261461360000
1191021140000
0261451450000
0261461370000
1191021150000
0261451460000
0261461380000
1191021160000
0261451470000
0261461390000
1191021170000
0261451480000
0261461400000
1191021180000
0261461010000
0261461410000
1191021190000
0261461020000
0261461420000
1191021200000
0261461030000
0261461430000
1191021210000
0261461040000
0261461440000
1191021220000
0261461050000
0261461450000
1191021230000
Mutual Release and Settlement Agreement
Page 20 of 21
1191021240000
1191021640000
1191021250000
1191021650000
1191021260000
1191021660000
1191021270000
1191021670000
1191021280000
1191021680000
1191021290000
1191021690000
1191021300000
1191041170000
1191021310000
1191041180000
1191021320000
1191041190000
1191021330000
1191041200000
1191021340000
1191041210000
1191021350000
1191041220000
1191021360000
1191041250000
1191021370000
1191041260000
1191021380000
1191041270000
1191021390000
1191041280000
1191021400000
1191041290000
1191021410000
1191041300000
1191021420000
1191041310000
1191021430000
1191041320000
1191021440000
1191021450000
1191021460000
1191021470000
1191021480000
1191021490000
1191021500000
1191021510000
1191021520000
1191021530000
1191021540000
1191021550000
1191021560000
1191021570000
1191021580000
1191021590000
1191021600000
1191021610000
1191021620000
1191021630000
Mutual Release and Settlement Agreement
Page 21 of 21
REPORT/RECOMMENDATION TO THE BOARD OF SUPERVISORS
OF SAN BERNARDINO COUNTY, CALIFORNIA
AND RECORD OF ACTION
October 31, 2017
FROM: BOB DUTTON, Assessor -Recorder -County Clerk
Assessor -Recorder -County Clerk
SUBJECT: AGREEMENT FOR CANCELLATION OF REAL PROPERTY TAXES DUE TO
DISALLOWED PARCEL TRANSFERS
RECOMMENDATION(S)
Approve Mutual Release and Settlement Agreement No. 17-831 by and between the City of San
Bernardino, the Successor Agency to the Redevelopment Agency of the City of San Bernardino,
the County of San Bernardino and the San Bernardino County Assessor -Recorder -County Clerk
relating to the cancellation of real property taxes in connection with the former Redevelopment
Agency of the City of San Bernardino's transfers of 285 parcels disallowed by the State
Bob Dutton, Assessor -Recorder -County Clerk, 382-3900)
Operate in a Fiscally -Responsible and Business -Like Manner.
Pursue County Goals and Objectives by Working with Other Agencies.
Approval of this item will result in impacts to Discretionary General Funding (Net County Cost) as
a result of refunds issued due to the cancellation of property taxes, offset by assessments of
possessory interest on certain tax-exempt parcels. The transfer of the 285 parcels has been
deemed void by the Assessor and the County is not legally entitled to the assessed taxes. The
City of San Bernardino paid delinquent taxes on certain parcels subject to the Settlement
Agreement. Upon reclassification by the Assessor of such parcels as tax exempt, refunds of any
taxes paid will be generated through the office of the Auditor-ControllerfTreasurer/Tax Collector.
In March 2011, the Redevelopment Agency of the City of San Bernardino ("SBRDA"), in
anticipation of the eminent passage of redevelopment dissolution legislation, transferred 285
parcels of property ("SBEDC Parcels") to a nonprofit corporation, the San Bernardino
Economic Development Corporation ("SBEDC"). SBEDC was governed and staffed by City
of San Bernardino ("City") and SBRDA officials and staff. SBRDA also entered into
agreements with SBEDC assigning its tax increment revenues to SBEDC and SBEDC
cc: ARC -Dutton w/ agree
Contractor c/o ARC w/ agree
CAO -Porter
EDA
File - w/ agree
mb 11/06/17
ITEM 17
Rev 7-12-16
Page 1 of 3
Record of Ac rd of Supervisors
\PPR LENDAR)
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MOTION
kltl -'o k
IT
AYE
5
AGREEMENT FOR CANCELLATION OF REAL PROPERTY
TAXES DUE TO DISALLOWED PARCEL TRANSFERS
OCTOBER 31, 2017
PAGE 2 OF 3
agreed to expend the funds on redevelopment activities. Upon SBRDA's conveying the
SBEDC Parcels to SBEDC, the San Bernardino County Assessor informed the SBRDA that
the conveyances would result in reappraisal and taxability of the SBEDC Parcels. SBRDA
determined to proceed with the conveyances, including the Carousel Mall, the Theater
Square, San Manuel Stadium, City Hall and the City's main Police Station.
On June 28, 2011, the Governor of the State of California signed into law Assembly Bill 26
(ABx1 26, Chapter 5, Statutes of 2011, First Extraordinary Session), providing for the
elimination of redevelopment agencies (RDAs), commencing with the fiscal year 2011-12
State budget. ABx1 26 prohibited RDAs from engaging in new business, established
mechanisms and timelines for dissolution of the RDAs, and created RDA Successor
Agencies to oversee the dissolution of the RDAs and redistribution of the RDA assets. The
provisions of ABx1 26 and AB 1484, enacted as cleanup legislation to ABx1 26, prohibit the
transfer of assets to a city, county, city and county, or any other public agency after January
1, 2011. ABx1 26 requires the State Controller to review the activities of RDAs to determine
whether an unauthorized asset transfer occurred after January 1, 2011 and the date at which
the RDA ceases to operate, or January 31, 2012, whichever is earlier.
In accordance with the requirements of ABx1 26, the State Controller conducted an asset
transfer review of transactions between the SBRDA, the City, and/or other public agencies
and issued its findings in a report, dated March 2013 (the "Report"). Among other findings,
the State Controller identified transfer of 229 parcels ("SBEDC Parcels") from the SBRDA to
the SBEDC that occurred during the period of January 1, 2011 and January 31, 2012. The
State Controller determined that the SBEDC is an entity under the control of the City, that the
"RDA made an unallowable transfer" to SBEDC and, therefore, ordered the SBEDC Parcels
be turned over to the Successor Agency to the SBRDA ("Successor Agency"). The City and
the Successor Agency contested the findings and determinations made by the State
Controller in connection with the asset transfer review. The City and the Successor Agency
argued, in part, that at the time of the transfer, that transaction was "allowable, legally
authorized, enforceable, binding and valid." The City and Successor Agency also stated that
"the City does not have legal authority to order or cause SBDEC to take" the action ordered
by the State Controller. Nevertheless, between December 3, 2014 and December 17, 2014,
some 21 months after being ordered by the State Controller to do so, the SBEDC transferred
the SBEDC Parcels to the Successor Agency. Upon notice of the transfer of the SBEDC
Parcels to the Successor Agency, the Assessor reclassified the SBEDC Parcels as tax
exempt.
Subsequently, the Successor Agency, by letter dated January 7, 2015, has requested that
the County "[c]ancel the real property taxes levied by [the County] on the 229 parcels that are
applicable to the period of time that the SBEDC held title to such properties consistent with
the order and determination of the SCO as delineated in the Asset Transfer Review." City,
Successor Agency and County staff engaged in extensive negotiations over a 2 Y year
period during which the San Bernardino County Assessor sought and received informal
10/31/17 #17
AGREEMENT FOR CANCELLATION OF REAL PROPERTY
TAXES DUE TO DISALLOWED PARCEL TRANSFERS
OCTOBER 31, 2017
PAGE 3 OF 3
guidance from the State Board of Equalization affirming that the disallowed transfers should
be treated as void transactions as the legal basis for cancelling the real property taxes on the
SBEDC Parcels. The Successor Agency subsequently requested an additional 56 parcels be
included among those for which the real property taxes were requested to be cancelled,
bringing the total number of parcels to 285. These additional parcels were determined to
meet the same criteria as the 229 original parcels and are included with this agreement.
There are additional parcels which will be the subject of further discussions between the City
and the San Bernardino County Assessor's Office on a parcel by parcel basis which are not a
part of this agreement.
Section 4 of the Agreement provides that the County will assess a possessory interest
against parcels on which it cancels property taxes but on which it determines a possessory
interest tax would have applied had the parcels been treated as exempt from property tax
during the time they were owned by SBEDC.
Section 8 of the Agreement requires the City and the Successor Agency to indemnify and
defend the County against any liability arising out of the performance of the Agreement.
On August 16, 2017, the Agreement was approved by the City Council of the City of San
Bernardino and by the City Council of the City of San Bernardino acting as the Successor
Agency to the Redevelopment Agency of the City of San Bernardino.
PROCUREMENT
Not applicable.
REVIEW BY OTHERS
This item has been reviewed by County Counsel (Robert F. Messinger, Principal Assistant
County Counsel, 387-5455) on September 22, 2017; Finance (Ginger Porter, Finance Analyst,
387-4883) on October 10, 2017; and County Finance and Administration (Katrina Turturro,
Deputy Executive Officer, 387-5423) on October 16, 2017.
10/31/17 #17