HomeMy WebLinkAboutR03-Economic Development
ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
FROM:
Emil A. Marzullo
Interim Executive Director
SUBJECT:
Rescinding June 29, 2011 CDC Budget Adoption
Actions and approving Fiscal Year 2011-2012
Budget
DATE:
July 7, 2011
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SvnoDsis of Previous Commission/CounciVCommittee Action(s):
June 29, 2011 - Community Development Commission adopted FY 2011-12 Budget.
-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------.
Recommended Motion(s):
(Communitv Development Commission)
A: Resolution of the Community Development Commission of the City of San Bernardino, California, approving the
Economic Development Agency's budget for the fiscal year 2011-2012 with any such amendments, changes and
modifications that may be specifically authorized by said Commission, except for those portions of certain budget lines
which are related to the Central City Projects Redevelopment Area and the Uptown Redevelopment Project Area
B: Resolution of the Community Development Commission of the City of San Bernardino, California approving the
Economic Development Agency's budget for those portions of certain budget lines which are related to the Uptown
Redevelopment Project Area for the fiscal year 2011-2012 with any such amendments, changes and modifications that
may be specifically authorized by said Commission
C: Resolution of the Community Development Commission of the City of San Bernardino, California approving the
Economic Development Agency's budget for those portions of certain budget lines which are related to the Central City
Projects Redevelopment Project Area for the fiscal year 2011-2012 with any such amendments, changes and
modifications that may be specifically authorized by said Commission
--------------------------~----------------------------------------------------~----------------------------------------------------~------------~----------------------------~-------------~-----------
Contact Person(s):
Emil A. Marzullo
Phone:
(909) 663-1044
Project Area(s):
All
Ward(s):
All
Supporting Data Attached:
o Staff Report 0 Resolution(s) Agreement(s) Contract(s) 0 Map(s) 0 Letters
FUNDING REQUIREMENTS:
Amount: $ 133,749,436
Source:
All
Signature:
EmilA.
Fiscal Review:
Budget Authority:
--------------------------~-------------------------------------------------------------------------------------------------------------------------------------------~--------------------------
Commission/Council Notes:
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P:\Agendos\Comm Dev Commission\CDC 2011\2011-12 Budget docs\7-II-l1 BUDGET READOPTION DOCS\7.11-11 EDA Budget Adoption FY 11-12 SR.docx
COMMISSION MEETING AGENDA
Meeting Date: 07/11/2011
Agenda Item Number: J.3
Economic Development Agency Staff Report
Budget Adoption Fiscal Year 2011-2012
July 7, 2011
-----------------------------------------------------------------------------------------------------------------------------
Recommended Motions Continued:
(Communitv Development Commission)
D. Resolution of the Community Deve]opment Commission of the City of San Bernardino, California, authorizing the
funding of various City of San Bernardino fiscal year 2011-20]2 public improvement expenditures and making
findings and determinations pursuant to Hea]th & Safety Code Sections 33445 and 33445.] as to the benefit to the
various redevelopment project areas for the undertaking of various public improvements
E. Resolution of the Community Deve]opment Commission of the City of San Bernardino, California, approving the
Economic Development Agency's analysis and determination of the appropriateness of the planning and
administration expenditures of the Low- and Moderate-Income Housing Fund for the fiscal year 2011-20]2 Agency
Budget
F. Resolution of the Community Deve]opment Commission of the City of San Bernardino, California, approving a
Master Services Agreement for fiscal year 20] ]-20]2 by and between the Redeve]opment Agency of the City of San
Bernardino ("Agency") and the City of San Bernardino ("City") and authorizing the Agency's payment to the City for
the performance of certain functions by City Departments for the benefit of the Agency
G. Resolution of the Community Development Commission of the City of San Bernardino, California, approving the
execution and delivery of an Agency-City 2011-2012 Loan Agreement and 20] ]-20]2 Note of the City of San
Bernardino ("City") payable to the Redeve]opment Agency of the City of San Bernardino ("Agency") in the principal
amount equal to $1,356,250 for the repayment of the $1,332,925 principal amount of the 2010-2011 Note from the
City to the Agency
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COMMISSION MEETING AGENDA
Meeting Date: 07/11/2011
Agenda Item Number: 12:3
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
RESCINDING JUNE 29, 2011 CDC BUDGET ADOPTION ACTIONS AND APPROVING
FISCAL YEAR 2011-2012 BUDGET
BACKGROUND AND CURRENT ISSUE:
On June 29, 2011, the Community Development Commission adopted seven resolutions approving the
Agency's FY 2011-12 budget. However, it was later determined that the Governor of the State of
California had earlier that day signed ABxl 26 and ABxl 27. These bills took effect upon signing and
eliminated the powers of redevelopment agencies and community development commissions to take any
further official actions on matters. Eight resolutions were adopted regarding the Agency's budget and all
must be rescinded and new resolutions must be adopted. The signing of ABxl 26 and ABxl 27 does not
impact the action of Mayor and Common Council on the City's budget on June 29, 2011.
In order to approve the budget, an Urgency Ordinance providing for the reinstatement and continuation of
the powers of the Redevelopment Agency must be adopted by the Mayor and Common Council. The
Urgency Ordinance is also on the agenda.
Previous Staff Report Information from the June 29. 2011 Budget Meeting:
The Economic Development Agency's ("Agency") proposed budget for the fiscal year 2011-2012
anticipates resources totaling $133.7 million. Of this total, $100.4 million are anticipated redevelopment
project area tax increment funds, bond proceeds, EB-5 loan proceeds, reserves and revenue pass-through
for projects; $5 million in rental income and sales which include revenues produced by the California
Theatre and the Carousel Mall; $20.9 million are anticipated project area 20% set-aside (low-moderate
housing funds); and $1.1 million are federal funding; and $11.3 million in HOME, Neighborhood
Stabilization Program ("NSP"), and Homelessness Prevention and Rapid Re-housing Program ("HPRP")
funds.
For fiscal year 2011-2012 an estimated eighty-five percent (85%) or $114.2 million of the proposed
budget encompasses required expenditures based upon previous actions of the City Council and/or
Community Development Commission ("Commission"), which have anticipated, prioritized, obligated or
committed Agency resources regarding bond payments, contracts, agreements, projects and programs. An
estimated five percent (5%), or $6.5 million, of the proposed Agency budget encompasses expenditures
that relate to Agency reimbursement or direct Agency payments for City services or City expenditures.
Because the State of California won its challenge in regards to the taking of redevelopment funds for the
Supplemental Educational Revenue Augmentation Fund ("SERAF") the Agency paid the State of
California $2.5 million, which had been anticipated. The Agency has paid the State a total of$15 million
which could have been used to directly benefit the citizens of the City. An estimated ten percent (10%) or
$13 million of the Agency's proposed budget is discretionary and, therefore, available for Agency
staffing, administration/operations, general consulting, legal and marketing.
The $13 million discretionary budget amount referenced above includes $5.9 million for Agency staffing
and direct administration/operations costs, and $7.1 million in Agency costs associated with legal, general
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COMMISSION MEETING AGENDA
Meeting Date: 07/1112011
Agenda Item Number: I<!3
Economic Development Agency Staff Report
Agency FY20] ] -20] 2 Budget
Page 2
consultant services, and marketing. The $5,987,473 million budgeted for Agency staffing and direct
administration/operations costs represent an increase of $1,256,473 million from the current fiscal year
due to increased costs of litigation and other legal fees, increased consultant reliance for studies and
engineering and staffing benefits (health insurance and retirement).
The Agency has been in the development and planning stage over the past five years. This fiscal year will
begin the construction phase of the projects conceived during the previous planning years. Physical
changes to the City will come to fruition over the next few years. In order to project construction costs for
the next year, the Agency will be utilizing cash reserves in the amount of approximately $21,597,090
million for fiscal year 2011-2012. In planning for the upcoming fiscal year, the Agency is continually
examining its bonding capacity. The Agency is able to demonstrate to San Bernardino County the debt in
its entire redevelopment project areas in order to receive tax increment. Any proposed tax increment bond
issues, proposed projects or programs will be brought forward to the Commission at a future date.
In light of the City's budget deficit, the Agency's proposed fiscal year 2011-2012 budget contains
approximately $6.5 million in budget items either providing funding for City services and/or
expenditures, forgiving City rent for the 201 North "E" Street and the 1350 South "E" Street buildings,
and the payment of certain services provided to the Agency by the City pursuant to the Master Services
Agreement. Individual components of this approximate $6.5 million in City expenditures/revenue
forgiveness are either directly funded by a specific redevelopment project area when the
expenditure/revenue forgiveness is directly related to that redevelopment project area, or, when the City
service or expenditure is general in nature, divided among the redevelopment project areas that have
positive fund balances for the fiscal year or have fund balances from the previous fiscal year.
Included in the City expenditures are the following City obligations funded equally by the Southeast
Industrial Park, Tri City, Uptown and Northwest Redevelopment Projects:
I. COP payment Central Police Dept. building (CCN)
2. Library Lease Revenue Bond issue payment (CCN)
Total
$490,062
$690,000
$1.180,062
As a separate consideration, the budget contains a recommendation for the approval and execution of a
Note payable by the City to the Agency in the principal amount equal to $1,356,250 for the repayment of
the $1,332,925 principal amount of the 2010-2011 Note from the City to the Agency.
ENVIRONMENTAL IMP ACT:
None.
FISCAL IMPACT:
The fiscal impact of the Agency's proposed fiscal year 2011-2012 Budget will be $133,749,436 as
outlined in the Staff Report.
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COMMISSION MEETING AGENDA
Meeting Date: 07/11/2011
Agenda Item Number: I< 3
Economic Development Agency Staff Report
Agency FY201l-20l2 Budget
Page 3
RECOMMENDATION:
That the Community Development Commission adopt the attached Resolutions.
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COMMISSION MEETING AGENDA
Meeting Date: 07/11/2011
Agenda Item Number: _1'<?3_
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-34 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THE FISCAL YEAR 2011-
2012 WITH ANY SUCH AMENDMENTS, CHANGES AND
MODIFICATIONS THAT MAY BE SPECIFICALLY AUTHORIZED BY
SAID COMMISSION, EXCEPT FOR THOSE PORTIONS OF CERTAIN
BUDGET LINES WHICH ARE RELATED TO THE CENTRAL CITY
PROJECTS REDEVELOPMENT AREA AND THE UPTOWN
REDEVELOPMENT PROJECT AREA
WHEREAS, the Community Development Commission of the City of San Bernardino
10 ("Commission") desires to approve and adopt the Economic Development Agency's Budget for the
11 Fiscal Year 2011-2012, except for those portions of certain Budget Lines which are related to the
12
Central City Projects Redevelopment Area and the Uptown Redevelopment Project Area; and
13
WHEREAS, the Commission adopted Resolution No. CDC/2011-34 on June 29, 2011, and
14 it was later determined earlier on said date, that the Governor of the State of California had signed
15 ABx1 26 and ABx1 27 which took effect upon such signing, thereby eliminating the powers of
16 redevelopment agencies and community development commissions to take any further official
17 actions on matters as addressed in said Resolution No. CDC/2011-34.
18
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
19 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
20 FOLLOWS:
21
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
22 Resolution No. CDC/2011-34 as adopted by the Commission on June 29, 2011, for the reasons as
23 set forth in the Recitals to this Resolution.
24
25
The Commission hereby approves and adopts the Economic Development
Section 2.
26 Agency's Budget for the Fiscal Year 20011-2012, as attached hereto, except for those portions of
27
Budget Lines 4012, 4019, 4200, 4500, 4801, 4810, 4900, 4940, 5010-5024, 6104, 6301-6306, 6401,
28 1
P:\Agendas\Comm Dev Commission\CDC 2011\2011-12 Budget docs\7-11-11 BUDGET READOPTION OOCS\07-11-11 EDA Budget Adoption Except Central City & Uptown CDC Reso Adocx
1 6402, 6500, 6600, 7102, 7302, 7403, 8003 which are related to the Central City Projects
2 Redevelopment Area and except for those portions of Budget Lines 4011, 4012, 4200, 4500, 4801
3 4900,4940, 5010-5024, 6002 through 6004, 6007 through 6012, 6014, 6016 through 6018, 6020,
4 6021,6103,6104,6301-6306,6401,6402,6500,6600, 6703, 7001-7003, 7102, 7302, 7403, 8002,
5
8003 which are related to the Uptown Redevelopment Project Area.
6
7
Section 3.
The Commission hereby approves and authorizes for inclusion within the
Economic Development Agency's Budget for the Fiscal Year 2011-2012 any such additional
8
9 amendments, changes and modifications to said Budget as may be presented to the Commission on
10 this date and which are set forth either by interdelineation in said Budget or pursuant to a separate
11 Staff Report or other written document expressing and describing such amendments, changes or
12 modifications to said Budget, and as said Budget in the form, together with any such amendments,
13
changes or modifications, as herein approved and authorized by the Commission.
14
15
Section 4.
This Resolution shall take effect from and after its date of adoption by this
16 Commission.
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-34 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THE FISCAL YEAR 2011-
2012 WITH ANY SUCH AMENDMENTS, CHANGES AND
MODIFICATIONS THAT MAY BE SPECIFICALLY AUTHORIZED BY
SAID COMMISSION, EXCEPT FOR THOSE PORTIONS OF CERTAIN
BUDGET LINES WHICH ARE RELATED TO THE CENTRAL CITY
PROJECTS REDEVELOPMENT AREA AND THE UPTOWN
REDEVELOPMENT PROJECT AREA
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
8
Development Commission of the City of San Bernardino at a
9 thereof, held on the day of
10 Commission Members: Ayes
11 MARQUEZ
12 VACANT
13 BRINKER
14 SHORETT
15 KELLEY
16 JOHNSON
17 MC CAMMACK
18
19
meeting
, 20 II, by the following vote to wit:
Nays
Abstain
Absent
Secretary
20
The foregoing Resolution is hereby approved this
21
22
23
24
day of
,2011.
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
25 Approved as to Form:
26 By:C~L
27 Agency Counsel
28
3
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-39 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THOSE PORTIONS OF
CERTAIN BUDGET LINES WHICH ARE RELATED TO THE UPTOWN
REDEVELOPMENT PROJECT AREA FOR THE FISCAL YEAR 2011-2012
WITH ANY SUCH AMENDMENTS, CHANGES AND MODIFICATIONS
THAT MAY BE SPECIFICALLY AUTHORIZED BY SAID COMMISSION
WHEREAS, the Community Development Commission of the City of San Bernardino
9 ("Commission") desires to approve and adopt the Economic Development Agency's Budget for
10 those portions of certain Budget Lines which are related to the Uptown Redevelopment Project Area
11 for the Fiscal Year 2011-2012; and
12
WHEREAS, the Commission adopted Resolution No. CDC/2011-39 on June 29, 2011, and
13 it was later determined earlier on said date, that the Governor of the State of California had signed
14 ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the powers of
15 redevelopment agencies and community development commissions to take any further official
16 actions on matters as addressed in said Resolution No. CDC/2011-39.
17
NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
18 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
19 FOLLOWS:
20
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
21 Resolution No. CDC/2011-39 as adopted by the Commission on June 29, 2011, for the reasons as
22 set forth in the Recitals to this Resolution.
23
Section 2. The Commission hereby approves and adopts the Economic Development
24 Agency's Budget, as attached hereto, for those portions of Budget Lines 4011, 4012, 4200, 4500,
25 4801 4900,4940, 5010-5024, 6002 through 6004, 6007 through 6012, 6014, 6016 through 6018,
26 6020,6021,6103,6104,6301-6306,6401,6402,6500,6600, 6703, 7001-7003, 7102, 7302, 7403,
27 8002,8003 which are related to the Uptown Redevelopment Project Area for the Fiscal Year 2011-
28 2012.
I
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Section 3.
The Commission hereby approves and authorizes for inclusion within the
2 Economic Development Agency's Budget for the Fiscal Year 2011-2012 any such additional
3 amendments, changes and/or modifications to said Budget as presented to the Commission on this
4 date and which are set forth either by interdelineation in said Budget or pursuant to a separate Staff
5 Report or other written document expressing and describing such amendments, changes or
6 modifications to said Budget, and as said Budget in the form, together with any such amendments,
7 changes or modifications, as herein approved and authorized by the Commission.
8
Section 4.
This Resolution shall take effect from and after its date of adoption by this
P:\Agendas\Comrn Dev CommissionlCDC 2011\2011-12 Budget docs\7-11-1 I BUDGET READOPTION DOC5\07-ll-1] EDABudget Adoption Uptown CDC Reso B.doc){
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RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-39 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THOSE PORTIONS OF
CERTAIN BUDGET LINES WHICH ARE RELATED TO THE UPTOWN
REDEVELOPMENT PROJECT AREA FOR THE FISCAL YEAR 2011-2012
WITH ANY SUCH AMENDMENTS, CHANGES AND MODIFICATIONS
THAT MAY BE SPECIFICALLY AUTHORIZED BY SAID COMMISSION
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
7 Development Commission of the City of San Bernardino at a
8 thereof, held on the day of
9 Commission Members: Aves
10 MARQUEZ
11 VACANT
12 BRINKER
13 SHORETT
14 KELLEY
15 JOHNSON
16 MC CAMMACK
17
18
meeting
, 2011, by the following vote to wit:
Navs
Abstain
Absent
Secretary
19 The foregoing Resolution is hereby approved this
day of
,2011.
20
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22
23
24 Approved as to Form:
25
26
27
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Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
By:
Ch~
Agency Counsel
3
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-40 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THOSE PORTIONS OF
CERTAIN BUDGET LINES WHICH ARE RELATED TO THE CENTRAL
CITY PROJECTS REDEVELOPMENT PROJECT AREA FOR THE
FISCAL YEAR 2011-2012 WITH ANY SUCH AMENDMENTS, CHANGES
AND MODIFICATIONS THAT MAY BE SPECIFICALLY AUTHORIZED
BY SAID COMMISSION
8 WHEREAS, the Community Development Commission of the City of San Bernardino
9 ("Commission") desires to approve and adopt the Economic Development Agency's Budget for
10 those portions of certain Budget Lines which are related to the Central City Projects Redevelopment
11 Project Area for the Fiscal Year 2011-2012; and
12 WHEREAS, the Commission adopted Resolution No. CDC/2011-40 on June 29, 2011, and
13 it was later determined earlier on said date, that the Governor of the State of California had signed
14 ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the powers of
15 redevelopment agencies and community development commissions to take any further official
16 actions on matters as addressed in said Resolution No. CDC/2011-40.
17 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
18 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
19 FOLLOWS:
20
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
21 Resolution No. CDC/2011-40 as adopted by the Commission on June 29, 2011, for the reasons as
22 set forth in the Recitals to this Resolution.
23
Section 2.
The Commission hereby approves and adopts the Economic Development
24 Agency's Budget, as attached hereto, for those portions of Budget Lines 4012,4019,4200,4500,
25 4801,4810,4900,4940,5010-5024,6104,6301-6306, 6401, 6402, 6500, 6600, 7102, 7302, 7403,
26 8003 which are related to the Central City Projects Redevelopment Project Area for the Fiscal Year
27 2011-2012.
28
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Section 3.
The Commission hereby approves and authorizes for inclusion within the
2 Economic Development Agency's Budget for the Fiscal Year 2011-2012 any such additional
3 amendments, changes and/or modifications to said Budget as presented to the Commission on this
4 date and which are set forth either by interdelineation in said Budget or pursuant to a separate Staff
5 Report or other written document expressing and describing such amendments, changes or
6 modifications to said Budget, and as said Budget in the form, together with any such amendments,
7 changes or modifications, as herein approved and authorized by the Commission.
8
Section 4.
This Resolution shall take effect from and after its date of adoption by this
9 Commission.
10 /1/
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8 Development Commission of the City of San Bernardino at a
, 20 11, by the following vote to wit:
1
2
3
4
5
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19
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION
OF THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-40 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S BUDGET FOR THOSE PORTIONS OF
CERTAIN BUDGET LINES WHICH ARE RELATED TO THE CENTRAL
CITY PROJECTS REDEVELOPMENT PROJECT AREA FOR THE
FISCAL YEAR 2011-2012 WITH ANY SUCH AMENDMENTS, CHANGES
AND MODIFICATIONS THAT MAY BE SPECIFICALLY AUTHORIZED
BY SAID COMMISSION
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
meeting
Navs
Abstain
Absent
Secretary
20 The foregoing Resolution is hereby approved this
21
22
23
24
day of
,2011.
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
25 Approved as to Form:
26
By:
27
28
(A~
Agency Counsel
3
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RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-35 AND AUTHORIZING THE FUNDING OF
VARIOUS CITY OF SAN BERNARDINO FISCAL YEAR 2011-2012 PUBLIC
IMPROVEMENT EXPENDITURES AND MAKING FINDINGS AND
DETERMINATIONS PURSUANT TO HEALTH & SAFETY CODE
SECTIONS 33445 AND 33445.1 AS TO THE BENEFIT TO THE VARIOUS
REDEVELOPMENT PROJECT AREAS FOR THE UNDERTAKING OF
VARIOUS PUBLIC IMPROVEMENTS
8 WHEREAS, the Commission adopted Resolution No. CDC/2011-35 on June 29, 2011, and
9 it was later determined earlier on said date, that the Governor of the State of California had signed
10 ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the powers of
11 redevelopment agencies and community development commissions to take any further official
12 actions on matters as addressed in said Resolution No. CDC/2011-35; and
13 WHEREAS, the City of San Bernardino, California (the "City"), is a municipal corporation
14 and a charter city duly created and existing pursuant to the Constitution and the laws of the State of
15 California; and
16 WHEREAS, the Community Development Commission of the City of San Bernardino (the
17 "Commission") on behalf of the Redevelopment Agency of the City of San Bernardino (the
18 "Agency"), is a redevelopment agency, a public body, corporate and politic of the State of
19 California, organized and existing pursuant to the Community Redevelopment Law (Part I of
20 Division 24 commencing with Section 33000) of the Health and Safety Code of the State of
21 California (the "Act"); and
22 WHEREAS, pursuant to Section 33445.1 of the Act, the Agency may, with the consent of
23 the Mayor and Common Council of the City (the "Council"), pay all or a part of the cost of
24 installation and construction of any building, facility, structure or other improvement which is
25 publicly owned outside the boundaries of and not contiguous to a redevelopment project area if the
26 Council determines: (1) that such buildings, facilities, structures or other improvements are of
27 primary benefit to the redevelopment project area or the immediate neighborhood in which the
28 project is located, regardless of whether such improvement is within another project area; (2) that no
I
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1 other reasonable means of financing such buildings, facilities, structures or other improvements is
2 available to the community, and such determination by the Commission and the Council shall be
3 final and conclusive; (3) that the payment of funds for the cost of the facilities, structures or other
4 improvements will assist in the elimination of one (I) or more blighted conditions inside the project
5 area; (4) that the payment of funds for the cost of the buildings, facilities, structures or other
6 improvements is consistent with the implementation plan adopted pursuant to Health and Safety
7 Code Section 33490; and (5) that the installation of each building, facility, structure, or
8 improvement is provided for in the redevelopment plan; and
9 WHEREAS, pursuant to Section 33445 of the Act, the Agency may, with the consent of the
10 Mayor and Common Council of the City (the "Council"), pay all or a part of the cost of installation
11 and construction of any building, facility, structure or other improvement which is publicly owned
12 within the boundaries or contiguous to a redevelopment project area if the Council determines: (I)
13 that the installation or construction of the buildings, facilities, structures or other improvements is of
14 benefit to the project area by helping to eliminate blight within the project area; (2) that no other
15 reasonable means of financing such buildings, facilities, structures, or other improvements that are
16 publicly owned, are available to the community and such determination by the Commission and the
17 Council shall be final and conclusive; and (3) that the payment of funds for the cost of such
18 facilities, structures or other improvements will assist in the elimination of one (I) or more blighted
19 conditions inside the project area; and
20 WHEREAS, the Council and the Commission have previously approved and adopted
21 Redevelopment Plans (collectively hereinafter referred to as the "Redevelopment Plans") for various
22 redevelopment project areas within the City, which project areas include: Uptown Project Area, Tri-
23 City Project Area, State College Project Area, Central City North Project Area, Southeast Industrial
24 Park Project Area, Northwest Project Area, and Central City Merged Project Area; and
25 WHEREAS, it is in the interests of the present landowners within the Central City North
26 project area subject to the Redevelopment Plans (the "Project Area") and the residents, both within
27 the Project Area and within the City generally, that the Agency cause the funding of certain
28 improvements consisting of: (I) the Agency payment of the COP debt service payment for the
2
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1 Central Police Department building ($490,000) within the Project Area pursuant to Section 33445 of
2 the Act for the Uptown Project Area and pursuant to Section 33445.1 of the Act for the Tri-City
3 Project Area, Southeast Park Project Area and the Northwest Project Area; and (2) the Agency
4 payment of the Central Library Lease Revenue debt service payment ($690,000) for the Central
5 Library located within the Project Area pursuant to Section 33445 of the Act for the Uptown Project
6 Area and pursuant to Section 33445.1 of the Act for the Tri-City Project Area, Southeast Park
7 Project Area and the Northwest Project Area; (collectively referred to herein as the "City Funded
8 Improvements"); and
9 WHEREAS, the Central Police Department Building and the Central Library are centrally
10 located facilities servicing residents, workers and business owners within all of the City's
11 Redevelopment Project Areas and in particular the Tri-City Project Area, the Northwest Project
12 Area, the Uptown Project Area and the Southeast Industrial Park Project Area (collectively referred
13 to herein as the "Benefited Project Areas") by providing various City functions which are in
14 support of, and will have a positive economic and social impact on, various City, retail, business and
15 commercial functions; and
16 WHEREAS, each of the aforementioned Benefited Project Areas is in proximity or
17 contiguous to the Project Area, and the Project Area serves the commercial, retail, City services and
18 other community needs of each of the Benefited Project Areas as to those functions that cannot be
19 provided separately within each of the Benefited Project Areas; and
20 WHEREAS, the Project Area is suffering from stagnant property values and impaired
21 investments, and in order to promote the health, safety and welfare of the Project Area and the entire
22 City, it is important that the Agency fund the costs of the aforementioned City Funded
23 Improvements; and
24 WHEREAS, in connection with the funding of the City Funded Improvements, it is proposed
25 that the Agency shall utilize revenues attributable to the Benefited Project Areas equally; and
26 WHEREAS, the Mayor and Common Council have consented to such use of Agency funds
27 by the adoption of an appropriate Council Resolution as part of the 2011-2012 City budget; and
28
3
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1 WHEREAS, it therefore is appropriate at this time for the Commission to make certain
2 findings and determinations and take certain actions with respect to the Agency's funding of the
3 City Funded Improvements.
4 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
5 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
6 FOLLOWS:
7
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
8 Resolution No. CDC/2011-35 as adopted by the Commission on June 29, 2011, for the reasons as
9 set forth in the Recitals to this Resolution.
10
Section 2.
The Recitals hereinabove are true and correct and are incorporated herein by
11 this reference.
12
Section 3.
The Commission hereby approves the payment by the Agency of the City
13 Funded Improvements in order to ensure the economic enhancements and stability of the Benefited
14 Project Areas and other neighborhoods within the City for the reasons set forth in the Recitals
15 hereinabove. The Commission also finds and determines pursuant to Section 33445 of the Act for
16 the Uptown Project Area and pursuant to Section 33445.1 of the Act for the Tri-City Project Area,
17 Southeast Park Project Area and the Northwest Project Area that no other reasonable means of
] 8 financing the City Funded Improvements is presently available to the Agency and the City and the
] 9 Agency requires the use of revenues generated from the Benefited Project Areas. The Commission
20 further finds pursuant to Section 33445 of the Act for the Uptown Project Area and pursuant to
21 Section 33445.1 of the Act for the Tri-City Project Area, Southeast Park Project Area and the
22 Northwest Project Area that the funding of the City Funded Improvements will enhance the viability
23 in the Benefited Project Areas thereby eliminating existing blighted conditions in the Benefited
24 Project Areas, provide its residents, workers and businesses with necessary City services, and retail,
25 business, commercial and other community services from within the Project Area.
26
Section 4.
The Agency Secretary is hereby authorized and directed to cause this
27 Resolution to be transmitted to the City for consideration in connection with appropriate action by
28 that body.
4
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Section 5.
The findings and determinations herein shall be final and conclusive. The
2 Resolution shall become effective immediately upon its adoption.
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7
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-35 AND AUTHORIZING THE FUNDING OF
VARIOUS CITY OF SAN BERNARDINO FISCAL YEAR 2011-2012 PUBLIC
IMPROVEMENT EXPENDITURES AND MAKING FINDINGS AND
DETERMINATIONS PURSUANT TO HEALTH & SAFETY CODE
SECTIONS 33445 AND 33445.1 AS TO THE BENEFIT TO THE VARIOUS
REDEVELOPMENT PROJECT AREAS FOR THE UNDERTAKING OF
VARIOUS PUBLIC IMPROVEMENTS
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
meeting
8 Development Commission of the City of San Bernardino at a
9 thereof, held on the day of
10 Commission Members: Aves Navs
11 MARQUEZ
VACANT
12
BRINKER
13
SHORETT
14
KELLEY
15
JOHNSON
16 MC CAMMACK
17
18
The foregoing Resolution is hereby approved this
20
21
19
22
,2011, by the following vote to wit:
Abstain
Absent
Secretary
day of
,2011.
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
23
24
Approved as to Form:
25
26 By:
27
28
--
Agency Counsel
6
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1
2
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4
5
6
RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/20ll-36 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S ANALYSIS AND DETERMINATION OF THE
APPROPRIATENESS OF THE PLANNING AND ADMINISTRATION
EXPENDITURES OF THE LOW- AND MODERATE-INCOME HOUSING
FUND FOR THE FISCAL YEAR 2011-2012 AGENCY BUDGET
7 WHEREAS, the Commission adopted Resolution No. CDC/2011-36 on June 29, 2011, and
8 it was later determined earlier on said date, that the Governor of the State of California had signed
9 ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the powers of
10 redevelopment agencies and community development commissions to take any further official
11 actions on matters as addressed in said Resolution No. CDC/2011-36; and
12 WHEREAS, included in the Redevelopment Agency of the City of San Bernardino (the
13 "Agency") Fiscal Year 2011-2012 Budget is the amount of $27,026,110 representing anticipated
14 revenues and expenditures of the Low- and Moderate-Income Housing Fund, of which $1,338,209
15 has been allocated for the purpose of anticipated planning and administration expenditures; and
16 WHEREAS, Section 33334.3(d) of the Health and Safety Code requires that redevelopment
17 agencies annually determine that the planning and administrative expenditures of the Low- and
18 Moderate-Income Housing Fund are necessary for and not disproportionate to the costs of
19 production, improvement or the preservation oflow- and moderate-income housing; and
20 WHEREAS, in compliance with Section 33334.3(d) of the Health and Safety Code, the
21 Agency has made annual calculations to determine that the planning and administrative expenditures
22 are proportionate to and necessary for the production, improvement or preservation of low- and
23 moderate-income housing; and
24 WHEREAS, the Agency's independent financial auditor's have previously reviewed such
25 annual calculations and determination of planning and administrative expenditures in relation to the
26 expenditures for production, improvement or preservation of low- and moderate-income housing
27
28
I
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1 and have found the Agency to be in compliance with the Health and Safety Code provisions cited
2 above; and
3 WHEREAS, it has been determined for the fiscal year 2011-2012 that the anticipated
4 planning and administrative expenditures of the Low- and Moderate-Income Housing Fund in the
5 amount of $1,338,209 represent 5% of the total budget of $27,026,110, are necessary to implement
6 the required housing programs, and that $25,687,90 I or 95% of the total budget is anticipated to be
7 spent directly for the production, improvement or preservation of low- and moderate-income
8 housing, as outlined in the Staff Report; and
9 WHEREAS, Section 33334.3(d) of the Health and Safety Code requires the legislative body
10 to adopt the Agency's annual calculation and determination of the proportionality of planning and
11 administrative expenditures, as outlined in the Staff Report.
12 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
13 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
14 FOLLOWS:
15
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
16 Resolution No. CDC/2011-36 as adopted by the Commission on June 29, 2011, for the reasons as
17 set forth in the Recitals to this Resolution.
18
Section 2.
The Community Development Commission of the City of San Bernardino
19 (the "Commission") hereby approves and adopts the Agency's annual calculation and determination
20 for the fiscal year 2011-2012 of the appropriate and necessary anticipated planning and
21 administration expenditures, as outlined in the Staff Report, in relationship to the anticipated
22 expenditures for the production, improvement or preservation of low- and moderate-income
23 housing. The Commission hereby finds and determines that said planning and administration
24 expenditures are reasonable.
25
Section 3.
This Resolution shall take effect from and after its date of adoption by this
26 Commission.
27 III
28
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1
2
3
4
5
6
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-36 AND APPROVING THE ECONOMIC
DEVELOPMENT AGENCY'S ANALYSIS AND DETERMINATION OF THE
APPROPRIATENESS OF THE PLANNING AND ADMINISTRATION
EXPENDITURES OF THE LOW- AND MODERATE-INCOME HOUSING
FUND FOR THE FISCAL YEAR 2011-2012 AGENCY BUDGET
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
7 Development Commission of the City of San Bernardino at a
meeting
,2011, by the following vote to wit:
Navs
Abstain
Absent
18
19
Secretary
day of
,2011.
The foregoing Resolution is hereby approved this
20
21
22
23
24
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
Approved as to Form:
25
26 By: chM-o
27 Agency Counsel
28
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2
3
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7
8
RESOLUTION NO.
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-37 AND APPROVING A MASTER SERVICES
AGREEMENT FOR FISCAL YEAR 2011-2012 BY AND BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") AND THE CITY OF SAN BERNARDINO ("CITY") AND
AUTHORIZING THE AGENCY'S PAYMENT TO THE CITY FOR THE
PERFORMANCE OF CERTAIN FUNCTIONS BY CITY DEPARTMENTS
FOR THE BENEFIT OF THE AGENCY
WHEREAS, the City of San Bernardino, California (the "City"), is a municipal corporation
9
and a charter City duly created and existing pursuant to the Constitution and the laws ofthe State of
11
10
California; and
WHEREAS, the Community Development Commission of the City of San Bernardino (the
12
"Commission") acting on behalf of the Redevelopment Agency of the City of San Bernardino (the
13
"Agency"), is a redevelopment agency, a public body, corporate and politic of the State of
14
California, organized and existing pursuant to the Community Redevelopment Law (Part I of
15
Division 24 commencing with Section 33000) of the Health and Safety Code of the State of
16
California (the "Act"); and
17
WHEREAS, the City is engaging the Agency to provide the financial support and funds for
18
the line items described in the Master Services Agreement (the "Agreement") as authorized in the
19
Agency budget for the 2011-2012 fiscal year ofthe Agency and the City. The Agency has accepted
20
such obligation to provide the financial support and funds pursuant to the terms of the Agreement
22
21
during the term of the Agreement; and
WHEREAS, the Commission adopted Resolution No. CDC/2011-37 on June 29, 2011, and
23
it was later determined earlier on said date, that the Governor of the State of California had signed
24
ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the powers of
25
redevelopment agencies and community development commissions to take any further official
26
actions on matters as addressed in said Resolution No. CDC/2011-37.
27
28
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1 WHEREAS, it is appropriate at this time for the Commission to approve and authorize the
2 Interim Executive Director to execute said Agreement.
3 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
4 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
5 FOLLOWS:
6
Section 1.
The Commission by the adoption of this Resolution hereby rescinds
7 Resolution No. CDC/2011-37 as adopted by the Commission on June 29, 2011, for the reasons as
8 set forth in the Recitals to this Resolution.
9
Section 2.
10 this reference.
11
Section 3
The Recitals hereinabove are true and correct and are incorporated herein by
The Commission hereby approves the final form of the Agreement in the
12 form as attached to this Resolution as Exhibit "A".
13 Section 4.
14 Commission.
15 /II
16 1/1
17 /II
18 1/1
19 /II
20 /II
21 /II
22 /II
23 /II
24 /II
25 1/1
26 /II
27 1/1
28
This Resolution shall take effect from and after its date of adoption by this
P:\Agendas\Comm Dev Commission\CDC 2011\2011-12 Budget docs\7-11-11 BUDGET READOPTION DOCS\07-11-11 EDA Budget - Master Svcs. Agmt. CDC Reso F.docx
2
18
19
20
The foregoing Resolution is hereby approved this
1
2
3
4
5
6
7
21
22
23
24
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-37 AND APPROVING A MASTER SERVICES
AGREEMENT FOR FISCAL YEAR 2011-2012 BY AND BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") AND THE CITY OF SAN BERNARDINO ("CITY") AND
AUTHORIZING THE AGENCY'S PAYMENT TO THE CITY FOR THE
PERFORMANCE OF CERTAIN FUNCTIONS BY CITY DEPARTMENTS
FOR THE BENEFIT OF THE AGENCY
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a
meeting
,2011, by the following vote to wit:
Navs
Abstain
Absent
Secretary
day of
,2011.
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
25 Approved as to Form:
26
27
28
By:
~~
Agency Counsel
3
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1 EXHIBIT "A"
2 MASTER SERVICES AGREEMENT
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MASTER SERVICES AGREEMENT
This MASTER SERVICES AGREEMENT (this "Agreement") is made and entered into as of
the June 30, 201 I (the "Effective Date"), by and between the Redevelopment Agency of the City of
San Bernardino, a public body, corporate and politic (the "Agency"), and the City of San Bernardino, a
charter City under the laws and Constitution of the State of California (the "City").
The Agency and the City hereby agree as follows:
1. Enactment ofthe Agencv.
The City hereby engages the Agency to provide the financial support and funds for the
following described line items as authorized in the Agency budget for the 2011-2012 fiscal year of the
Agency and as the same may be additionally set forth in the City budget for the 2011-2012 fiscal year
of the City. The Agency hereby accepts such obligation to provide the financial support and funds
pursuant to the terms of this Agreement during the term of this Agreement as specified in Section 7.
2. Agencv Pavments of Bonded Debt Service of the Citv.
During the 2011-2012 fiscal year of the Agency and the City, the Agency shall pay to the City
an amount equal to $3,291,312 representing the debt service payments otherwise required to be
remitted by the City to the bond trustee for the following described issuances of municipal bonds of the
City and/or the Agency for the following described City facilities with the noted source of municipal
bond or tax allocation bond financing, as appropriate, which are set forth below for informational
purposes:
(i) Police Facility - Agency tax allocation bonds
(ii) Stadium - Agency tax allocation bonds
(iii) Soccer Park - Agency tax allocation bonds
(iv) Library - City municipal bond financing (subject to separate Health & Safety Code
Section 33445 findings)
(v) Central Police Department Building - City municipal bond financing (subject to
separate Health & Safety Code Section 33445 findings)
(vi) South Valle - City municipal bond financing subject to Agency reimbursement
agreement
I
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The debt service schedules and other particulars regarding said debt issuances of the City and the
Agency are on file with the official records of the City and Agency with their respective Finance
Officers.
3. Pavrnent by Agency of Administrative Services of Benefit to Agency.
During the 2011-2012 fiscal year of the Agency and the City, the Agency shall pay to the City
an amount equal to $571,250 representing the allocation of the following described services provided
by the City to the Agency which are allocated in part to the Agency in the manner and for the line
items as set forth below:
Total Dollar Description % Allocation Agency
Amount of Item to Agency Payment
(i) $845,000 Chairperson's Office 25% $211,250
(ii) $580,000 Council Offices 25% $145,000
(iii) $125,000 Human Resources/Risk 100% $125,000
(iv) $ 90,000 Call Center 100% $ 90,000
Set forth on Exhibit "B" as attached hereto are further details describing the items set forth above and
other particulars regarding the allocation of certain cost items of the City to the Agency which shall be
a part of this Agreement and which Exhibit "B" is incorporated herein by this reference. All
performance items of the City as set forth on said Exhibit "B" shall be performed by the City and shall
be enforceable by the Agency against the City in the same manner as though set forth in whole within
the text of this Agreement.
In addition to the Agency assumed City obligations as set forth in Section 2 and the allocation
of certain City cost items to the Agency as set forth on said Exhibit "B", attached hereto as Exhibit "c"
is a list of other City obligations and financial commitments which are additionally included in the
2011-2012 Agency budget and which are intended to be paid by the Agency on behalf of the City for
the 2011-2012 fiscal year.
4. Issuance of Loan to the City by the Agency.
The City and the Agency previously entered into a loan agreement designated as the "Loan
Agreement" dated as of June 28, 2010 (the "Agency-City 2010 Loan Agreement"), and a Revenue
2
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Anticipation Note, dated as of June 28, 2010 (the "2010-2011 Note"), in the principal amount equal to
$1,332,925 which pursuant to the terms of the applicable loan agreement was required to be repaid by
the City to the Agency, together with interest at the rate of interest per annum as set forth in the
Agency-City 2010 Loan Agreement, on or before June 30, 2011. Due to the severe financial crisis the
City continues to experience and the financial inability to timely repay the principal of and interest on
the Agency-City 2010 Loan Agreement. The City now desires to repay the principal balance of the
2010-2011 Note, together with accrued and unpaid interest thereon, through the issuance and delivery
of the Loan Agreement (the "Agency-City 2011-2012 Loan Agreement") and a Revenue Anticipation
Note of the City (the "2011-2012 Note"). The current outstanding balance of the Agency-City 2010
Loan Agreement, together with accrued and unpaid interest thereon, is equal to $1,356,250 (the "2011-
2012 Outstanding Balance"). The Loan Agreement and the 2011-2012 Note payable to the Agency in
the principal amount equal to $1,356,250 for the repayment of the 2010-2011 Note are addressed in a
separate Resolution with Attachments which include the Agency-City 2011-2012 Loan Agreement and
the 2011-2012 Note.
5. Manner ofPavment; Submittal oflnvoices.
The City shall provide a written invoice to the Agency not more than thirty (30) calendar days
nor less than fifteen (15) calendar days prior to the date that funds are required to be remitted by the
City to the applicable bond trustee pursuant to Section 2 hereof. The City shall additionally provide a
written invoice on a monthly basis on or before the twentieth (20th) calendar day of each month solely
for the payment equal to one-twelfth (l/l2'h) of the combined total dollar amounts to be remitted by the
Agency to the City pursuant to Section 3 hereof with the final payment to be paid by the Agency to the
City not later than June 30, 2012.
The Agency shall payor reimburse to the City, as applicable, the amounts that are correctly set
forth on the invoices and which are delivered to the Agency by the City in a timely manner pursuant to
this Section 5. If any invoice that is properly submitted by the City to the Agency is not paid by the
Agency within thirty (30) calendar days after the due date as shall be stated thereon in conformity with
this Agreement, interest will be charged on the outstanding delinquent payment amount equal to the
rate of interest then paid by the Local Agency Investment Fund ("LAIF") for moneys of local
governmental agencies that may be deposited in the LAIF accounts.
3
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6. Personnel.
All matters pertaining to the hiring, employment supervision, compensation, promotion and
discharge of City employees required to perform duties hereunder are the sole responsibility of the
City, which is, in all respect, the sole employer of such employees. The City, and not the Agency,
shall be solely responsible for the non-compliance by City staff with the provisions of this Agreement.
All matters pertaining to the hiring, employment supervision, compensation, promotion and
discharge of Agency employees required to perform duties hereunder are the sole responsibility of the
Agency, which is, in all respect, the sole employer of such employees. The Agency, and not the City,
shall be solely responsible for the non-compliance by Agency staff with the provisions of this
Agreement.
7. Term and Termination.
The term and thus the effective date of this Agreement shall commence as of July 1, 2011, and
unless sooner terminated or extended by written agreement of the City and the Agency, shall terminate
on June 30, 2012. Such termination date may only be extended by an amendment to this Agreement
duly approved by the governing bodies of the City and the Agency and delivered pursuant to written
notice given not less than thirty (30) calendar days' prior to the stated termination date with such
amendment being executed and approved prior to the date of termination of this Agreement.
8. Indemnification and Insurance.
8.1 Indemnification.
8.1.1 The City shall defend (if requested by the Agency), indemnifY, save and hold
harmless, the Agency and its commissioners, officials, officers, employees and agents from all claims for
all loss or damage to property, including loss of use thereof, and injury to persons resulting from the
negligent performance of its obligations under this Agreement, as well as from any claims made by or on
behalf of City's agents, servants and/or employees arising out of their employment or work pertaining to
the operations under this Agreement; moreover, the City shall, at all times, defend, indemnifY and hold the
Agency, its commissioners, officials, officers, employees and agents harmless from and against any and
all liabilities, demand, claims, suits, losses, damages, causes of action, fines or judgments, including costs,
attorneys' and witnesses' fees, and expenses incident thereto, arising out of the failure by the City to
comply with all laws, ordinances or governmental regulations applicable to the City or the conduct of the
City's business, including, without limitation, laws, ordinances or governmental regulations applicable to
4
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the use, storage, handling or disposal of petroleum products, hazardous materials or waste, or toxic
substances.
8.1.2 The City is and will be an independent contractor at all times and in every respect
and not the agent of the Agency. Nothing contained herein and no direction or notification from the
Agency or the Executive Director to the City shall be construed so as to create a partnership, joint venture
or agency relationship between the parties hereto.
8.1.3 The Agency shall defend (if requested by the City), indemnifY and save harmless
the City and its commissioners, officials, officers, attorneys, employees and agents from all claims for all
loss or damage to property, including loss of use thereof, and injury to persons resulting from the
negligent performance under this Agreement, as well as from any claims made by or on behalf of the
Agency's agents, servants and/or employees arising out of their employment or work pertaining to the
operations under this Agreement; moreover, the Agency shall, at all times, defend, indemnifY and hold the
City, its commissioners, officials, officers, employees and agents harmless from and against any and all
liabilities, demand, claims, suits, losses, damages, causes of action, fines or judgments, including costs,
attorneys' and witnesses fees, and expenses incident thereto, arising out the failure by the Agency to
comply with all laws, ordinances or governmental regulations applicable to the Agency or the conduct of
the Agency's business, including, without limitation, laws, ordinances or governmental regulations
applicable to the use, storage, handling or disposal of petroleum products, hazardous materials or waste, or
toxic substances.
8.1.4 The costs, salary and expenses of the City Attorney and members of his office in
enforcing this Agreement on behalf ofthe City shall be considered as "attorney's fees" for the purposes of
this Section 8.1.
8.2 Insurance. The City shall purchase and maintain in effect, at its own expense, during the
term of this Agreement insurance from insurers acceptable to the Agency protecting said City, the
Agency, its commissioners, officers, employees and agents, against claims for bodily injury, including
personal injury, property damage, including loss of use thereof, which may arise or be alleged to have
arisen, from the City's activities in connection with the performance of this Agreement, whether such
activities be of the City, the City's agent, or of anyone employed by the City. The types of insurance
coverage as well as the amounts of such coverage shall be as follows:
5
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8.2.1 The City shall furnish worker's compensation and employers' liability insurance as
required by the laws of the State of California covering all persons employed by the City in the
performance of the duties described herein.
8.2.2 The City shall provide public liability insurance coverage in the amounts of not less
than $10,000,000 for property and $10,000,000 for the death or injury of one person and $5,000,000 for
anyone accident or casualty, covering the performance of this Agreement.
8.2.3 Within ten (10) calendar days after the acceptance of this Agreement by the
Agency, the City shall deliver to the Agency, certificates of insurance evidencing that insurance has been
purchased by the City as required in Section 8.2.2 and copies of endorsements providing (i) thirty (30)
calendar days' prior written notice of cancellation, non-renewal or reduction in coverage by the insurers to
the Agency, and (ii) automobile liability and comprehensive general liability insurance shall include the
Agency, its commissioners, officials, officers, employees and agents as additional insureds. Said
certificates of insurance and copies of endorsements shall be on file with the Agency at all times thereafter
during the term of this Agreement. Failure of the City to provide the certificates of insurance or
subsequent receipt by the Agency of a notice of cancellation of the insurance policy or policies by the
City's insurance company or companies shall constitute a material breach of this Agreement and this
Agreement may be terminated by the Agency upon written notice. All policies of insurance required and
provided by the City under this Section 8.2 shall include, or be endorsed to provide, a waiver by the
insurers of any rights of subrogation that the insurers may have at any time against the Agency, its
commissioners, officials, officers, employees and agents.
8.2.4 Notwithstanding the foregoing, the City may substitute a bona fide self-insurance
program for any of the insurance requirements indicated in this Section 8.2. The City shall provide the
Agency with evidence of excess coverage upon written request.
8.2.5 The Agency shall purchase and maintain in effect, at its own expense, during the
term of this Agreement insurance from insurers acceptable to the City protecting said Agency, the City, its
commissioners, officers, employees and agents, against claims for bodily injury, including personal injury,
property damage, including loss of use thereof, which may arise or be alleged to have arisen, from the
Agency's activities in connection with the performance of this Agreement, whether such activities be of
6
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the Agency, the Agency's agent, or of anyone employed by the Agency. The types of insurance coverage,
as well as the amounts of such coverage shall be as follows:
8.2.6 The Agency shall furnish worker's compensation and employers' liability
insurance as required by the laws of the State of California covering all persons employed by the Agency
in the performance of the duties described herein.
8.2.7 The Agency shall provide public liability insurance coverage in the amounts of not
less than $10,000,000 for property and $10,000,000 for the death or injury of one person and $5,000,000
for anyone accident or casualty, covering the performance of this Agreement.
8.2.8 Within ten (10) calendar days after the acceptance of this Agreement by the City,
the Agency shall deliver to the City certificates of insurance evidencing that insurance has been purchased
by the Agency as required in Section 8.2.7 and copies of endorsements providing (i) thirty (30) calendar
days' prior written notice of cancellation, non-renewal or reduction in coverage by the insurers to the City,
and (ii) automobile liability and comprehensive general liability insurance shall include the City, its
commissioners, officials, officers, employees and agents as additional insureds. Said certificates of
insurance and copies of endorsements shall be on file with the City at all times thereafter during the term
of this Agreement. Failure of the Agency to provide the certificates of insurance or subsequent receipt by
the City of a notice of cancellation of the insurance policy or policies by the Agency's insurance company
or companies shall constitute a material breach of this Agreement and this Agreement may be terminated
by the City upon written notice. All policies of insurance required and provided by the Agency under this
Section 8.2 shall include, or be endorsed to provide, a waiver by the insurers of any rights of subrogation
that the insurers may have at any time against the City, its commissioners, officials, officers, employees
and agents.
8.2.9 Notwithstanding the foregoing, the Agency may substitute a bona fide self-
insurance program for any of the insurance requirements indicated in this Section 8.2. The Agency shall
provide the City with evidence of excess coverage upon written request.
9. Miscellaneous.
7
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9.1 Notices. Any and all notices required or permitted to be given hereunder shall be in
writing and shall be personally delivered or mailed by certified or registered mail, return receipt requested,
postage prepaid, to the respective parties at the addresses indicated below:
If to Agency:
Redevelopment Agency of the City of San Bernardino
Attention: Emil A. Marzullo, Interim Executive Director
201 North "E" Street, Suite 301
San Bernardino, CA 92401
If to City:
City of San Bernardino
Attention: City Manager and City Clerk
300 North "D" Street
San Bernardino, CA 92418
With copies to:
City Finance Department
Either party may change its address by a notice given to the other party in the manner set forth
above. Any notice given personally shall be deemed to have been given upon service and any notice
given by certified or registered mail shall be deemed to have been given on the third (3rd) business day
after such notice is mailed.
9.2 Integration. This Agreement supersedes all prior agreements and understandings between
the parties relating to the subject matter hereof. Neither of the parties has relied upon any oral or written
representation or oral or written information given to it by any representative of the other party.
9.3 Severabilitv. If one or more of the provisions of this Agreement is hereafter declared
invalid or unenforceable by judicial, legislative or administrative authority of competent jurisdiction, the
parties hereto agree that the invalidity or unenforceability of any of the provisions shall not in any way
affect the validity or enforceability of any other provisions of this Agreement.
9.4 Amendment: Modification. No change or modification of the terms or provisions of this
Agreement shall be deemed valid unless in writing and signed by both parties subject to governmental
approval, as required from the respective governing bodies of the City and the Agency.
8
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9.5 Governing Law. This Agreement shall be construed, interpreted and applied in accordance
with the laws of the State of California.
9.6 Waiver. No waiver of any breach or default shall be construed as a continuing waiver of
any provIsion or as a waiver of any other or subsequent breach of any provision contained in this
Agreement.
9.7 Headings. The headings of the Sections of this Agreement have been inserted for
convenience of reference only and shall not affect the interpretation of any of the provisions of this
Agreement.
9.8 Assignment. Neither party hereto shall assign, hypothecate or otherwise transfer such
party's rights hereunder, or delegate such party's duties hereunder, without the prior written consent ofthe
other party hereto and approved by the governing body of each party.
/1/
1//
1//
1//
1//
1//
1//
1//
1//
1//
1//
1//
1//
1//
9
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above
written.
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
By:
Emil A. Marzullo, Interim Executive Director
Approved as to Form:
By.~0~
Agen y Counsel
.;a
CITY OF SAN BERNARDINO
By:
Charles McNeely, City Manager
SEAL
Approved as to Form:
By:
James F. Penman, City Attorney
ATTEST:
By:
City Clerk
10
PIAgendas\Comm Dev CommissiolllCDC 201112011"12 Budget docs\7-11-11 BUDGET READOPTlONDOCS\7-1 1-201 1 EDABudget - Master Services Agreement FY 11-]2 & Ex A & Bdocx
EXHIBIT "A"
DEBT ISSUANCES OF THE CITY AND AGENCY
11
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City of San Bernardino Economic Development Agency
Schedule of Long-Term Debt by Project Area
June 30, 2010
Southeast
State Central City Industrial
College North Park
Tax Allocation Bonds:
1998A TAB Refunding $ $ $
19988 TAB Refunding
2002A TAB Mt. Vernon Project
2002A TAB Refunding Issue 8,203,640 1,021,599 4,784,171
200SA TAB Refunding 15,790,604 3,860,539 16,895,927
2005B TAB Refunding 6,929,847 893,511 4,075,393
2006 T A8 (20% Set Aside) Taxable
Subtotal 30,924,091 5,775,649 25,755,491
Lease Revenue Bonds:
1997 A Lease Revenue
1996 Lease Revenue
Subtotal
Certificates of Participation:
1999 COP 4,975,000
-83-
continued
Low and
Moderate
South Central City Income
Northwest Tri-City Uptown Valle Projects Housing
$ $ $ $ $ 11,695,000 $
5,655,000
3,700,890 3,885,935 705,483 1,083,282
2,129,004 5,121,565 1,252,622 2,429,739
1,521,838 2,731,671 993,812 748,928
24,285,000
7,351,732 11,739,171 2,951,917 4,261,949 17,350,000 24,285,000
3,345,000
9,065,000
12,410,000
1,790,000 4,685,000
506,637
506,637
$ 7,351,732 $ 11,739,171 $ 2,951,917 $ 6,051,949 $ 34,951,637 $ 24,285,000
,8+
City of San Bernardino Economic Development Agency
Schedule of Long-Term Debt by Project Area
June 30, 2010
Mt. Vernon Community
Business Development
Corridor Block Grant Total
Tax Allocation Bonds:
1998A TAB Refunding $ $ $ 11,695,000
1998B TAB Refunding 5,655,000
2002A TAB Mt. Vernon Project 3,165,000 3,165,000
2002A TAB Refunding Issue 23,385,000
2005A TAB Refunding 47,480,000
2005B TAB Refunding 17,895,000
2006 TAB (20% Set Aside) Taxable 24,285,000
Subtotal 3,165,000 133,560,000
Lease Revenue Bonds:
1997A Lease Revenue 3,345,000
1996 Lease Revenue 9,065,000
Subtotal 12,410,000
Certificates of Participation:
1999 COP 11,450,000
Notes Payable:
Hud Section 108 Cinema 4,240,000
Hud Section 108 Arden Guthrie 7,500,000 7,500,000
Reynolds 506,637
CMB Infrastructure Investment Group 2,500,000
Subtotal 7,500,000 14,746,637
Contracts Payable:
Yellow Freight 398,996 398,996
Total $ 3,563,996 $ 7,500,000 $ 172,565,633
-85-
EXHIBIT "B"
ALLOCATION OF CERTAIN COST ITEMS
TO THE AGENCY
(INCLUDING DESCRIPTION OF CITY SERVICES
TO BE PROVIDED TO THE AGENCY)
1.
$125,000
Human Resources and Risk Management.
Human Resources:
. Recruitment/Selection services - Coordinate hiring process with department, develop
recruitment plan, and advertise, screen applicants, schedule testing/interviews, write/review
interview questions for legal compliance, conduct background check on applicants, conduct
employee orientation.
. Selection services - Coordinate background review of applicant, write letters of conditional
offer, schedule physical examination, prepare Personnel Action Forms, schedule employee
orientation.
. Classification services - Develop and update job descriptions, conduct classification
studies, review and respond to reclassification requests, conduct salary surveys.
. Training Provide/coordinate mandated training to employees on Sexual
Harassment/Discrimination and Supervisory Skills, as well as other training include EDA
employees in the City Management Development Program (succession planning).
. Employee Relations - Advise managers on employee performance/disciplinary issues,
administer FMLA, create/update HR related policies and procedures, review existing
personnel files for compliance with law and make changes as necessary.
. Benefit Services - Assist employees with insurance, retirement and other benefit problems,
analyze existing CalPERS health benefits to City health benefits for cost savingslbenefit
enhancements.
. Employee Personnel Files - Maintain employee personnel files and separate employee
medical files.
. EEO - Investigate complaints of harassment/discrimination, respond to DFEH/EEOC
complaints, and provide mandated EEO information.
Risk Management:
. Assist managers and supervisors in conducting training seminars to provide employees with
information regarding safe work practices and accident prevention methods.
. Investigate, document, verify, review, negotiate, adjust and settle claims against the EDA.
. Conduct field surveys of EDA properties and facilities to identify potential hazards and
safety violations.
. Evaluate, identify, and determine methods to improve or correct workplace hazards.
. Advise EDA on CallOSHA and Federal/OSHA regulations.
. Advise EDA managers, supervisors, and employees on accident prevention and elimination
of unsafe working conditions.
. Investigate employee accidents for committee review in order to determine preventability.
12
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. Perform a variety of administrative tasks in the City's self-insurance and Insurance
programs to include the maintenance of records.
. Gather data for preparation of insurance applications and budget allocations.
. Analyze accident and damage reports for potential subrogation actions and liability
exposure.
. Coordinate with DMV Pull Notice Program and assist in instructing staff on defensive
driving procedures.
. Establish and maintain a variety of files and records regarding safety compliance issues.
. Serve as EDA representative when an enforcement agency (EPA, AQMD, CALlOSHA,
Federal/OSHA) inspector is conducting an inspection or investigation.
2. CATV
On February 2, 2009, the Mayor and Common Council (Resolution No. 2009-23) and the
Community Development Commission (Resolution No.CDCI2009-5) approved an
Agreement related to the transfer of the CATV employees from the City to the Agency.
Included in said Agreement were provisions related to the provision of and payment for
certain direct services by the City to the Agency on behalf of the CATV employees.
Currently, the only services provided by the City to the Agency are phone and fleet
services. These services per the Agreement are being billed at the "actual cost" for the
provision ofthe services directly to the Agency.
3. $90,000 Call Center
Agency agrees to pay $90,000 toward the first year funding (FY 2011-2012) for the
initiation of the City Call Center. This cost is anticipated to fund necessary equipment and
one Call Center staff member. The Call Center is expected to answer calls related to the
Agency and transfer appropriate calls to the Agency. Call takers will be trained with
regard to Agency related projects and programs. This effort is also intended to reduce the
number of non- Agency related calls on Fridays when City offices are closed.
13
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EXHIBIT "C"
OTHER AGENCY ASSUMED CITY COST ITEMS
Economic Development Agency
City of San Bernardino
List of Agency Funded City Obligations
Prepared June 1, 2011
City Obliaations/Expenditure - Budaeted
A. Revenues not received by Agency - Budget reductions
1 South Valle COP Bond City reimbursement
2 City sales tax reimbursements (La Curacao est)
3 City payment HUB project costs $6.9 million notes est
4 Rent and utilities to EDA for 201 Nand 1350 S E buiidings
B. Expenditures of Agency Budget additions/on-going
1 Commission/Chairperson's office
2 Council offices
3 City Attomey Investigators /Iegal services
4 City Finance admin water credit program
5 City Mobiie Home Inspection
6 City Parks and Rec landscaping maintenance
7 City portion Welcome Center
8 PIO Services
9 City HR services to Agency
10 Carousel Mall security
11 Carousel Mall maintenance/utilities (Direct payment)
12 Carousel Mall janitorial
13 Police costs related to Carousel Mall
14 SB Convention and Visitor's Bureau
15 Operation Phoenix utility costs
16 Enterprise Zone expenditures
17 IEEP / Fiim Commission
18 Code Displacement City Attorney Office
19 COP payment Central Police Dept Building
20 Library debt bond payment
21 Bond debt service Police Faciiity ($9 million matures 2026)
22 Bond debt service Stadium ($13 million matures 2026)
23 Bond debt service Soccer Park ($2.9 million matures 2026)
24 State Lobbyist
25 Federal Lobbyist
26 Call Center
Total including other on-going Agency expenditures
FY 10-11
Amount
FY 11-12
Amount
176,000
140,000
600,000
216,000
176,250
140,000
600,000
183,000
211,250
145,000
200,000
8,000
32,800
300,000
25,000
13,000
125,000
440,000
375,000
20,000
300,900
200,000
12,000
41,900
50,000
200,000
490,000
690,000
765,000
1,190,000
255,000
20,000
22,500
Q
211,250
145,000
100,000
8,000
32,800
o
25,000
o
125,000
440,000
375,000
20,000
300,900
200,000
12,000
48,175
50,000
125,000
490,062
690,000
490,000
1,190,000
255,000
o
o
90.000
7,264,350
6.522.437
1
RESOLUTION NO.
2
3
4
5
6
7
8
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-38 AND APPROVING THE EXECUTION AND
DELIVERY OF AN AGENCY-CITY 2011-2012 LOAN AGREEMENT AND
2011-2012 NOTE OF THE CITY OF SAN BERNARDINO ("CITY") PAYABLE
TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO ("AGENCY") IN THE PRINCIPAL AMOUNT EQUAL TO
$1,356,250 FOR THE REPAYMENT OF THE $1,332,925 PRINCIPAL
AMOUNT OF THE 2010-2011 NOTE FROM THE CITY TO THE AGENCY
WHEREAS, the City of San Bernardino, California (the "City"), is a municipal corporation
9 and a charter City duly created and existing pursuant to the Constitution and the laws of the State of
10 California; and
11
WHEREAS, the Community Development Commission of the City of San Bernardino (the
12 "Commission") acting on behalf of the Redevelopment Agency of the City of San Bernardino (the
13 "Agency"), is a redevelopment agency, a public body, corporate and politic of the State of
14 California, organized and existing pursuant to the Community Redevelopment Law (Part I of
15 Division 24 commencing with Section 33000) of the Health and Safety Code of the State of
16 California (the "Act"); and
17
WHEREAS, the Commission adopted Resolution No. CDC/2011-38 on June 29,
18 2011, and it was later determined earlier on said date, that the Governor of the State of California
19 had signed ABxl 26 and ABxl 27 which took effect upon such signing, thereby eliminating the
20 powers of redevelopment agencies and community development commissions to take any further
21 official actions on matters as addressed in said Resolution No. CDC/2011-38; and
22
WHEREAS, the City and the Agency previously entered into that certain loan agreement
23 designated as the "Loan Agreement" dated as of June 28, 2010 (the "Agency-City 2010-2011 Loan
24 Agreement") and that certain Revenue Anticipation Note, dated as of June 28, 2010 (the "2010-2011
25 Note") in the original principal amount equal to $1,332,925 which pursuant to the terms of the
26 applicable loan agreement was required to be repaid by the City to the Agency, together with
27 interest at the rate of interest per annum as set forth in the Agency-City 2010-2011 Loan Agreement,
28 on or before June 30, 20 II. Due to the severe financial crisis that the City continues to experience
I
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1 and the financial inability of the City to timely repay the principal of and interest on the Agency-
2 City 2010-11 Loan Agreement, the City now desires to extend the final date for the remittance of all
3 payments of the principal of and interest on the Agency-City 2010-2011 Loan Agreement to June
4 30,2012. The current outstanding balance of the Agency-City 2010-11 Loan Agreement, together
5 with accrued and unpaid interest thereon, is equal to $1,356,250 (the "2011-2012 Outstanding
6 Balance"); and
7 WHEREAS, it is appropriate at this time for the Commission to approve and authorize the
8 execution and delivery of an Interim Loan Agreement (the "Agency-City 2011-2012 Loan
9 Agreement") and a Revenue Anticipation Note of the City (the "2011-2012 Note") payable to the
10 Agency in the principal amount equal to $1,356,250 for the repayment of the 2010-2011 Note.
11 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
12 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
13 FOLLOWS:
The Commission by the adoption of this Resolution hereby rescinds
14
Section 1.
15 Resolution No. CDC/2011-38 as adopted by the Commission on June 29, 2011, for the reasons as
16 set forth in the Recitals to this Resolution.
17
Section 2.
The Recitals hereinabove are true and correct and are incorporated herein by
18 this reference.
19
Section 3.
The Commission hereby approves the Agency-City 2011-2012 Loan
20 Agreement in the form as attached to this Resolution as Exhibit "A" and hereby approves the 2011-
21 2012 Note in the form as attached to this Resolution as Exhibit "B" with such changes thereto as
22 may be approved by the Interim Executive Director of the Agency when such terms and conditions
23 have been ascertained.
24
Section 4.
This Resolution shall take effect from and after its date of adoption by this
25 Commission.
26 / / /
27
28
2
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1
2
3
4
5
6
7
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO, CALIFORNIA, RESCINDING
RESOLUTION NO. CDC/2011-38 AND APPROVING THE EXECUTION
AND DELIVERY OF AN AGENCY-CITY 2011-2012 LOAN AGREEMENT
AND 2011-2012 NOTE OF THE CITY OF SAN BERNARDINO ("CITY")
PAYABLE TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
BERNARDINO ("AGENCY") IN THE PRINCIPAL AMOUNT EQUAL TO
$1,356,250 FOR THE REPAYMENT OF THE $1,332,925 PRINCIPAL
AMOUNT OF THE 2010-2011 NOTE FROM THE CITY TO THE AGENCY
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Development Commission of the City of San Bernardino at a
meeting
,2011, by the following vote to wit:
Nays
Abstain
Absent
18
]9
20
Secretary
The foregoing Resolution is hereby approved this
,2011.
day of
2]
22
23
24
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
25 Approved as to Form:
26 BY:_C~~
27 Agency Counsel
28
3
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1 EXHIBIT "A"
2 Agency-City 2011-2012 Loan Agreement
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
4
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LOAN AGREEMENT
THIS LOAN AGREEMENT (this "Agreement") is entered into as of this 30th day of June,
20 II, by and between the City of San Bernardino, a charter city, organized under the Constitution and
laws of the State of California (the "Borrower" or the "City"), and the Redevelopment Agency of the
City of San Bernardino, a public body, corporate and politic (the "Lender" or the "Agency"). In this
Agreement, any reference to a "Party" shall mean either the Borrower or the Lender and any reference
to the "Parties" shall collectively mean both the Borrower and the Lender.
RECITALS
WHEREAS, the Borrower desires to borrow funds from the Lender in accordance with and
pursuant to this Agreement and the Revenue Anticipation Note (as defined below); and
WHEREAS, the Borrower is of the reasonable understanding that adequate financial resources
will be made available to repay the financial obligations incurred by the Borrower pursuant to this
Agreement within the current fiscal year of the Borrower, and the Borrower does not intend to seek to
have the financial obligations of this Agreement and the Revenue Anticipation Note forgiven or
otherwise compromised to the financial detriment of the Lender; and
WHEREAS, the Parties intend that this Agreement and the Revenue Anticipation Note be
deemed for all purposes to be a legally enforceable contractual obligation between the Parties in full
compliance with the City Charter and all other applicable provisions of California law with respect to
the City and the limitations on the incurring of long-term debt obligations and in full compliance with
all requirements of the Community Redevelopment Law ("CRL") with respect to the Agency for the
use and investment of tax increment revenues of the Agency pending the final disposition or ultimate
use of such assets of the Agency in furtherance of its redevelopment purposes and in compliance with
the CRL; and
WHEREAS, the Agency loaned an amount equal to $1,332,925 which together with accrued
and unpaid interest is equal to $1,356,250 pursuant to that certain promissory note (the "2010-2011
Note") and loan agreement duly approved and executed by the Parties for the 2010-2011 fiscal year of
the Parties (the "2010-2011 Loan"); and
WHEREAS, the Lender desires to make one (I) principal advance to the Borrower in
accordance with and pursuant to this Agreement and the Revenue Anticipation Note for the sole
purpose of repaying in full the principal and accrued and unpaid interest, with respect to the 20 I 0-
2011 Note.
NOW, THEREFORE, in consideration of the above recitals of this Agreement, and for such
other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged,
the Parties hereto agree as follows:
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1. The Loan.
The Lender shall loan to the Borrower a principal amount not to exceed One Million
Three Hundred Fifty-Six Thousand Two Hundred Fifty Dollars ($1,356,250), (the "Loan"), as
evidenced by the 2011-2012 Revenue Anticipation Note, dated concurrently herewith, as executed by
the Borrower in favor of the Lender (the "Revenue Anticipation Note" or the "Note"). The Lender
shall make one (I) advance of principal to or for the account of the Borrower in the principal amount
not to exceed One Million Three Hundred Fifty-Six Thousand Two Hundred Fifty Dollars
($1,356,250), in the aggregate, subject to the terms, covenants and conditions of the Revenue
Anticipation Note and this Agreement. The Loan is not a revolving loan, and any amount of the Loan
repaid by the Borrower to the Lender may not be re-borrowed by the Borrower. Upon three (3)
business days' prior written notice from the Borrower to the Lender, the Lender shall disburse to the
Borrower the requested advance under the Revenue Anticipation Note. The purpose of such advance
shall be deemed to have been made for purposes of repaying in whole the principal amount and
accrued and unpaid interest on the 2010-2011 Loan and for no other purposes.
2. Interest.
Interest shall accrue and compound daily at the per annum interest rate of 1.75% (the
"Interest Rate") on the unpaid principal balance of the Loan advance made by the Lender to the
Borrower commencing on the date of disbursement of the Loan advance by the Lender to the Borrower
until paid in full by the Borrower to the Lender, in accordance with and subject to the terms, covenants
and conditions of the Revenue Anticipation Note and this Agreement. Interest shall be calculated on
the actual number of days in a year equal to either 365 or 366 days and such calculation of interest
shall be compounded on a daily basis while any amount of the Indebtedness remains unpaid and
outstanding. In the Event ofa Default (as defined in Section 7 of this Agreement), interest shall accrue
at the Default Interest Rate (as defined in Section 4 of this Agreement) on the Indebtedness (as defined
in Section 4 of this Agreement) from the Maturity Date (as defined in Section 4 of this Agreement)
until paid in full by the Borrower to the Lender.
3. Prepavment.
The unpaid principal amount and any interest owing under the Revenue Anticipation
Note may be prepaid by the Borrower to the Lender, at any time, in whole or in part, without premium
or penalty, prior to the Maturity Date together with accrued and unpaid interest to the date of any such
prepayment.
4. Repavment of the Loan Principal and Interest.
No periodic payments of either (i) principal and interest, or (ii) interest-only, are due
and payable by the Borrower to the Lender during the term of the Revenue Anticipation Note. On
June 30, 2012 (the "Maturity Date"), the Borrower shall pay to the Lender the unpaid principal amount
advanced by the Lender to the Borrower under the Revenue Anticipation Note, and all accrued and
unpaid interest at the Interest Rate accruing from the date of the Revenue Anticipation Note on the
unpaid principal amount advanced by the Lender to the Borrower under the Revenue Anticipation
Note, and any other amounts due under the Revenue Anticipation Note and this Agreement, including,
without limitation, attorneys' fees and court costs (collectively, the "Indebtedness"). If the Borrower
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fails to pay the Indebtedness to the Lender on the Maturity Date, the Borrower shall pay to the Lender,
on written demand from the Lender, a late charge in the amount of three percent (3%) of the unpaid
principal amount of the Loan. Further, without notice or demand from the Lender to the Borrower,
interest shall accrue on the Indebtedness at the rate of the Interest Rate plus two (2) percentage points
(i.e., two hundred (200) basis points) (the "Default Interest Rate") from the Maturity Date until the
Indebtedness is paid by the Borrower to the Lender in full, should the Borrower fail or refuse to pay to
the Lender the Indebtedness due on the Maturity Date. The Lender shall charge the Borrower no
origination points or loan fees in connection with the making of the Loan by the Lender to the
Borrower.
5. No Securitv; Borrower Pavment Covenant.
The Loan is not secured by the pledge of, the assignment of, or the granting of any
security interest in, the assets, funds, revenues or properties of the Borrower but this Loan shall be a
general obligation of the City in accordance with Government Code Section 53857. Further, the
obligations of the Borrower under the Revenue Anticipation Note and under this Agreement are not
guaranteed by any entity or individual. The Borrower hereby agrees and covenants to appropriate funds
to permit the Borrower to pay to the Lender the Indebtedness on or before the Maturity Date.
6. Representations. Warranties and Covenants of Borrower.
The Borrower represents, warrants and covenants to the Lender, as follows:
(a) The Borrower is a charter city, has been duly organized under the laws and
Constitution of the State of California and has the power and authority to enter into this Agreement and
to incur the obligations under the Revenue Anticipation Note.
(b) The execution of this Agreement and ofthe Revenue Anticipation Note has been
duly authorized by the Mayor and Common Council of the City of San Bernardino as the legislative
body of the Borrower and such execution does not require the approval or consent of any other
governmental entity.
(c) No governmental or regulatory approvals that have not been previously obtained
by the Borrower are required for the due approval, execution and delivery by the Borrower of this
Agreement and of the Revenue Anticipation Note.
(d) This Agreement and the Revenue Anticipation Note have been, and will be, duly
executed and delivered by the Borrower and this Agreement and the Revenue Anticipation Note do,
and will, constitute valid and binding obligations of the Borrower, payable from the revenues, funds
and assets, generally, of the Borrower as set forth herein and in the Revenue Anticipation Note.
(e) The Borrower shall deliver to the Lender, within thirty (30) calendar days after
receipt by the Borrower of written request from the Lender, audit statements and budgets, financial
statements and/or such any other information, studies and reports (singularly and collectively, the
"Reports") requested by the Lender, as prepared by the Borrower at its sole cost and expense, which
Reports shall be reasonably acceptable to the Lender.
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(f) The representations, warranties and covenants of the Borrower contained in this
Agreement and in the Recitals hereof shall be true and correct in all material respects on and as of the
date that the Lender disburses the Loan advance under the Revenue Anticipation Note and under this
Agreement (the "Funding Date"), with the same force and effect as though such representations,
warranties and covenants had been made on such Funding Date.
(g) On such Funding Date, the Borrower shall not be in default under the Revenue
Anticipation Note or under this Agreement. The Borrower shall not, to the best of the Borrower's
knowledge, contravene any provision of federal, state, municipal or local law, statute, rule or
regulation, as amended from time to time, and the Borrower shall not conflict or be inconsistent with
or result in any breach of any terms, covenants or provisions of, or constitute a default under, or result
in the creation or imposition of a lien pursuant to the terms of any loan agreement, credit agreement or
any other agreement, contract or instrument to which the Borrower is a party or by which the Borrower
is bound or to which the Borrower may be subject.
7. Events of Default.
(a) Bv Lender. The following shall constitute an event of default by the Lender: (i)
the failure by the Lender to fund the Loan in accordance with the Revenue Anticipation Note and this
Agreement within thirty (30) calendar days after the written request by the Borrower to the Lender,
provided the Borrower is not in default under the Revenue Anticipation Note or this Agreement.
(b) Bv Borrower. The failure by the Borrower to pay to the Lender the
Indebtedness on or before the Maturity Date shall constitute an event of default by the Borrower.
8. Remedies.
Upon a default by the Lender, the Borrower may seek appropriate legal, injunctive or
equitable relief to enforce the obligations of the Lender under this Agreement. Upon a default by the
Borrower, the Lender may institute any proceeding at law or in equity to enforce the obligations of the
Borrower under the Revenue Anticipation Note and/or under this Agreement. In any action brought
under this Agreement, the prevailing Party shall be entitled to reimbursement from the other Party of
its costs and expenses (including, without limitation, reasonable attorneys' fees and court costs) in
bringing such action. Reasonable attorneys' fees shall include, without limitation, the costs, salary and
expenses of the City Attorney for the City, and members of his office in enforcing this Agreement
and/or the Revenue Anticipation Note.
9. Assignment.
The Lender shall be entitled to, and may assign this Agreement and the Revenue
Anticipation Note and the Lender's right to receive the Indebtedness under the Revenue Anticipation
Note and under this Agreement to any other entity or individual, without obtaining the prior consent
from the Borrower. The Borrower shall not delegate its obligations under this Agreement and/or under
the Revenue Anticipation Note, without the prior written consent of the Lender, which written consent
may be given or withheld in the sole and absolute discretion of the Lender.
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10. Term.
This Agreement shall terminate upon the payment in full by the Borrower to the Lender
of the Indebtedness.
II. Notices.
Notices shall be presented in person or by certified or registered United States mail,
return receipt requested, postage prepaid, or by overnight delivery made by a nationally recognized
delivery service to the addresses noted below. Notice presented by United States mail shall be deemed
effective the second business day after deposit with the United States Postal Service. This Section
shall not prevent giving notice by personal service or telephonically verified fax transmission, which
shall be deemed effective upon actual receipt of such personal service or telephonic verification.
Either Party may change its address for receipt of written notice by so notifying the other Party in
writing.
To Lender:
Redevelopment Agency of the City of San Bernardino
201 North "E" Street, Suite 301
San Bernardino, California 9240 I
Attention: Emil A. Marzullo, Interim Executive Director
Phone: (909) 663-1044
Fax: (909) 888-9413
To Borrower:
City of San Bernardino
300 North "D" Street, Sixth Floor
San Bernardino, California 92418
Attention: Charles McNeely, City Manager
Phone: (909) 384-5122
Fax: (909) 384-5138
12. Governing Law; Jurisdiction.
This Agreement shall be governed by the laws of the State of California, and in the
event either Party seeks judicial relief or seeks to enforce or to interpret any provision of this
Agreement and/or the Revenue Anticipation Note, such actions shall be filed in the Superior Court of
San Bernardino County, State of California, Main Branch, in the City of San Bernardino, California.
13. Entire Agreement.
This Agreement and the Revenue Anticipation Note constitute the entire agreement
between the Parties and may not be amended without the prior written consent of the Parties hereto.
This Agreement and the Revenue Anticipation Note supersede all prior negotiations, discussions and
previous agreements between the Parties concerning the subject matter herein and therein. The Parties
intend this Agreement and the Revenue Anticipation Note to be the final expression of their agreement
with respect to the terms herein and a complete and exclusive statement of such terms. No
modification, amendment or waiver of any term herein shall be binding unless executed in writing by
the Parties hereto.
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14. Amendment.
This Agreement and the Revenue Anticipation Note may be amended and the times for
performance hereunder and pursuant to the Revenue Anticipation Note may be extended as deemed
necessary by written instruments duly approved and executed by the Parties hereto and thereto and
approved by the respective governing bodies of the Parties. Any such amendments or modifications
shall be valid, binding and legally enforceable only if in written form and executed by the Parties
hereto after the same have been duly approved and authorized for execution.
15. Severabilitv.
Each and every section of this Agreement shall be construed as a separate and
independent covenant and agreement. If any term or provision of this Agreement or the application
thereof shall be declared invalid or unenforceable, the remainder of this Agreement, or the application
of such term or provision to circumstances other than those to which it is invalid or unenforceable,
shall not be affected thereby, and each term and provision of this Agreement shall be valid and
enforceable to the extent permitted by law.
16. No Waiver bv the Lender.
No waiver of any breach, default or failure of condition under the terms of the Revenue
Anticipation Note or under this Agreement shall be thereby implied from any failure of the Lender to
take, or any delay by the Lender in taking action with respect to such breach, default or failure or from
any previous waiver of any similar or related breach, default or failure; and a waiver of any term of the
Revenue Anticipation Note or this Agreement must be made in writing and shall be limited to the
express written terms of such waiver. Borrower waives presentment, protest and demand, notice of
protest, demand and dishonor, and any and all other notices or matters of a like nature.
17. Successors and Assigns.
The promises and agreements herein contained shall bind and inure to the benefit of, as
applicable, the respective administrators, successors and assigns of the Parties.
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first
written above.
LENDER
Redevelopment Agency of the City of San Bernardino,
a public body, corporate and politic
By:
Emil A. Marzullo, Interim Executive Director
Approved as to Form and Legal Content:
By: cA-kt. 0
Agency Counsel
-
BORROWER
City of San Bernardino,
a charter city
By:
Charles McNeely, City Manager
(SEAL)
ATTEST:
By:
City Clerk
Approved as to Form:
By:
City Attorney
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REVENUE ANTICIPATION NOTE
$1,356,250
June 30, 2011
FOR VALUE RECEIVED, the undersigned, the City of San Bernardino, a charter city
organized under the laws of the State of California (the "Borrower" or the "City"), hereby promises to
pay to the Redevelopment Agency of the City of San Bernardino, a public body, corporate and politic
(the "Lender" or the "Agency"), or to order, at the following address, 201 North "E" Street, Suite 301,
San Bernardino, California 92401, or at such other place as the Lender may from time to time
designate by written notice to the Borrower, in lawful money of the United States, the principal sum of
One Million Three Hundred Fifty-Six Thousand Two Hundred Fifty Dollars ($1,356,250), with
interest in accordance with this Revenue Anticipation Note on the unpaid principal balance from the
date of this Revenue Anticipation Note, and all other amounts due under this Revenue Anticipation
Note, until paid in full by the Borrower to the Lender. The obligation of the Borrower with respect to
this Note is also governed by the loan agreement, as executed by and between the Borrower and the
Lender concurrently herewith (the "Loan Agreement").
1. Principal Advance. This 2011-12 Revenue Anticipation Note (this "Note" or this "Revenue
Anticipation Note") evidences the obligation of the Borrower to the Lender for the repayment
of the loan (the "Loan") made by the Borrower to the Lender under this Revenue Anticipation
Note and under the Loan Agreement. The Lender may make one (1) advance of principal to
the Borrower in the principal amount not to exceed One Million Three Hundred Fifty-Six
Thousand Two Hundred Fifty Dollars ($1,356,250), in the aggregate, subject to the terms,
covenants and conditions of this Revenue Anticipation Note and the Loan Agreement. The
Loan is not a revolving loan, and any amount of the Loan repaid by the Borrower to the Lender
may not be re-borrowed by the Borrower. Upon three (3) business days' prior written notice
from the Borrower to the Lender, the Lender shall disburse to the Borrower the requested
advance under this Revenue Anticipation Note.
2. Interest. Interest shall accrue and compound daily at the per annum interest rate of 1.75% (the
"Interest Rate") on the unpaid principal balance ofthe Loan advance made by the Lender to the
Borrower commencing on the date of disbursement of the Loan advance by the Lender to the
Borrower until paid in full by the Borrower to the Lender, in accordance with and subject to the
terms, covenants and conditions of this Revenue Anticipation Note and the Loan Agreement.
Interest shall be calculated on the actual number of days in a year equal to either 365 or 366
days and such calculation of interest shall be compounded on a daily basis while any amount of
the Indebtedness remains unpaid and outstanding. In the Event of a Default (as defined in
Section 5) under this Revenue Anticipation Note, interest shall accrue at the Default Interest
Rate (as defined in Section 4) on the Indebtedness (as defined in Section 4) from the Maturity
Date until paid in full by the Borrower to the Lender.
3. Prepavment. The unpaid principal amount and any interest owing under this Revenue
Anticipation Note may be prepaid by the Borrower to the Lender, at any time, in whole or in
part, without premium or penalty, prior to the Maturity Date.
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4. Repavment of Loan Principal and Interest. No periodic payments of either (i) principal and
interest, or (ii) interest-only, are due and payable by the Borrower to the Lender during the term
of this Revenue Anticipation Note. On June 30, 2012 (the "Maturity Date"), the Borrower shall
pay to the Lender the unpaid principal amount advanced by the Lender to the Borrower under
this Revenue Anticipation Note and all accrued and unpaid interest at the Interest Rate (as
defined in Section 2) , and any other amounts due under this Revenue Anticipation Note and
the Loan Agreement, including, without limitation attorneys' fees and court costs (collectively,
the "Indebtedness"). If the Borrower fails to pay the Indebtedness to the Lender on the
Maturity Date, the Borrower shall pay to the Lender, on written demand from the Lender, a late
charge in the amount of three percent (3%) of the unpaid principal amount of the Loan.
Further, without notice or demand from the Lender to the Borrower, interest shall accrue on the
Indebtedness at the rate of the Interest Rate plus two (2) percentage points (i.e., two hundred
(200) basis points) (the "Default Interest Rate") from the Maturity Date until the Indebtedness
is paid by the Borrower to the Lender in full, should the Borrower fail or refuse to pay to the
Lender the Indebtedness due on the Maturity Date.
5. Acceleration of Payment. The Indebtedness of this Loan shall become immediately due and
payable by the Borrower to the Lender, at the option of the holder and without demand or
notice from the Lender to the Borrower, should the Borrower fail to pay any amount due and
payable under this Revenue Anticipation Note or under the Loan Agreement (and "Event of
Default"). Upon the occurrence of an Event of Default, the Lender shall be permitted to
exercise and enforce all rights and remedies available to the Lender, under this Revenue
Anticipation Note, under this Loan Agreement, at law or in equity.
6. Application of Payments. All payments received on account of this Revenue Anticipation
Note shall first be applied to all attorneys' fees, court costs and all other costs due under this
Revenue Anticipation Note and under the Loan Agreement, then to all accrued and unpaid
interest due under this Revenue Anticipation Note, and then to the reduction of the unpaid
principal amount.
7. Attornevs' Fees. The Borrower hereby agrees to pay all costs and expenses, including
reasonable attorneys' fees, which may be incurred by the Lender in the enforcement of this
Revenue Anticipation Note. For purposes of this Revenue Anticipation Note, attorneys' fees
shall include, without limitation, the costs, salary and expenses of the City Attorney for the
City, and members of his office in enforcing this Revenue Anticipation Note.
8. Notices. Except as may be otherwise specified herein, any approval, notice, direction, consent,
request or other action by the Lender shall be in writing and must be communicated to the
Borrower at 300 North "D" Street, City Hall, Sixth Floor, San Bernardino, State of California,
to the attention of the City Manager, or at such other place or places as the Borrower shall
designate to the Lender in writing, from time to time, for the receipt of communications from
the Lender. Notice shall be given as provided in Section 11 ofthe Loan Agreement.
9. Governine: Law. This Revenue Anticipation Note shall be construed in accordance with and
be governed by the laws of the State of California with venue as provided in the Loan
Agreement.
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10. Severability. If any provision of this Revenue Anticipation Note shall be declared invalid,
illegal or unenforceable, the validity, legality and enforceability of the remaining provisions
hereof shall not in any way be affected or impaired thereby and such remaining provisions shall
be valid and enforceable to the extent permitted by law.
II. No Waiver bv the Lender. No waiver of any breach, default or failure of condition under the
terms of this Revenue Anticipation Note or under the Loan Agreement shall be thereby be
implied from any failure of the Lender to take, or any delay by the Lender in taking action with
respect to such breach, default or failure or from any previous waiver of any similar or related
breach, default or failure; and a waiver of any term of this Revenue Anticipation Note or the
Loan Agreement must be made in writing and shall be limited to the express written terms of
such waiver. Borrower waives presentment, protest and demand, notice of protest, demand and
dishonor; and any and all other notices or matters of a like nature.
12. Usurv/Maximum Interest Rate. All agreements between the Borrower and the Lender are
expressly limited, so that in no event or contingency, whether because of the advancement of
the proceeds of this Revenue Anticipation Note, acceleration of maturity of the unpaid principal
balance, or otherwise, shall the amount paid or agreed to be paid to the Lender for the use,
forbearance, or retention of the money to be advanced under this Revenue Anticipation Note
exceed the highest lawful rate permissible under applicable usury or other laws governing
interests rates for public agencies.
13. Successors and Assil!ns. The promises and agreements herein contained shall bind and inure
to the benefit of, as applicable, the respective administrators, successors and assigns of the
parties.
Executed as of the date set forth above at San Bernardino, California.
City of San Bernardino
By:
Charles McNeely, City Manager
Approved as to Form:
By:
James F. Penman, City Attorney
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