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HomeMy WebLinkAbout05.D- Bond Expenditure Agreement with Successor Agency to Redevelopment Agency 5.D RESOLUTION (ID # 4278) DOC ID: 4278 A CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION Budget From: Jarrod Burguan M/CC Meeting Date: 02/01/2016 Prepared by: Tanya Romo, (909) 384- 5122 Dept: City Manager Ward(s): All Subject: Resolution of the Mayor and Common Council of the City of San Bernardino Approving a Bond Expenditure Agreement with the Successor Agency to the Redevelopment Agency of the City of San Bernardino and Approving Certain Related Actions. (#4278) Current Business Registration Certificate: Not Applicable Financial Impact: Approval of the Bond Expenditure Agreement will enable the Successor Agency to ensure that its Excess Bond Proceeds are used for their intended purpose. Motion: Adopt the Resolution. BACKGROUND: Pursuant to Health and Safety Code ("HSC") § 34172 (a)(1), the Redevelopment L Agency of the City of San Bernardino was dissolved on February 1, 2012. Consistent with the provisions of the HSC, on January 9, 2012 the Mayor and Common Council of the City of San Bernardino elected to serve in the capacity of the Successor Agency to the Redevelopment Agency of the City of San Bernardino ("Successor Agency"). Consistent with the provisions of the HSC, the Mayor and Common Council of the City of San Bernardino previously elected to serve in the capacity of the Successor Housing Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Housing Agency"). The Oversight Board for the Successor Agency ("Oversight Board") has been established pursuant to HSC § 34179 to assist in the wind-down of the dissolved redevelopment agency. HSC § 34191.4 (c) allows a successor agency that has received a Finding of Completion (the "FOC") to use bond proceeds from bonds issued prior to 2011 for purposes for which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy approved enforceable obligations shall be expended in a manner consistent with the original bond covenants, and further provides that such expenditures shall constitute excess bond proceeds (the "Excess Bond Proceeds") obligations that shall be listed separately on a successor agency's Recognized Obligation Payment Schedule (the "ROPS"). The HSC provides for a cooperative relationship between cities and their redevelopment agencies, as well as their successor agencies who have assumed the duties and obligations of the former redevelopment agencies. HSC § 33220 authorizes a city to aid Updated: 1/28/2016 by Jolena E. Grider A I Packet Pg. 73 4278 and cooperate in the planning, undertaking, construction, or operation of redevelopment projects. HSC § 34178 (c) allows a successor agency and its sponsoring city to enter into agreements for the purpose of conducting the work of winding-down the former redevelopment agency as set forth in HSC § 34177.3 (b), subject to the obtaining the approval of its oversight board. As a consequence of receiving its FOC on December 22, 2015, the Successor Agency may now utilize its Excess Bond Proceeds for their intended purposes. The Successor Agency has Excess Bond Proceeds in the amount of $6,045,230 from its 2010A Tax Allocation Bonds (the "TABs") and $2,701,558 from its 2010B TABs that together total $8,746,788 that may be committed to capital projects pursuant to the covenants applicable to each of the TAB issues. Excerpts from the Official Statements for both TABs that provide a listing of the projects are included as Exhibit "A" to the Bond Expenditure Agreement, which is attached to the Resolution. The selection of specific projects to be funded with Excess Bond Proceeds will occur at a later date. The Successor Agency does not have the technical capability of causing the development of capital projects; however, the City of San Bernardino (the "City") does have the requisite technical capability of causing the development of capital projects. Consistent with the foregoing, the Successor Agency desires to provide the Excess Bond Proceeds to the City for the purpose of enabling the City to use such funds in the manner consistent with the covenants applicable to the TABs. The transfer of the Excess Bond Proceeds to the City for use in the manner consistent with the covenants applicable to the TABs is evidenced in the Bond Expenditure Agreement between the Successor Agency and the City, which is included as Exhibit "A" to the attached Resolution. The Oversight Board has previously approved the Bond Expenditure Agreement. Therefore, consistent with the foregoing, the Bond Expenditure Agreement is recommended for approval. The attached Resolution has been reviewed with respect to applicability of the California Environmental Quality Act (the "CEQA"), the State CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000 et seq., hereafter the "Guidelines"), and the City's environmental guidelines. The approval of the attached Resolution does not constitute a "project" for purposes of CEQA, as that term is defined by Guidelines § 15378, because this Resolution is an organizational or administrative activity that will not result in a direct or indirect physical change in the environment, per § 15378(b)(5) of the Guidelines. FISCAL IMPACT: Approval of the Bond Expenditure Agreement will enable the Successor Agency to ensure that its Excess Bond Proceeds are used for their intended purpose. City Attorney Review: Supporting Documents: 1-27 MCC Resolution Approving Bond Expenditure Agreement v1.2(DOC) Updated: 1/28/2016 by Jolena E. Grider A Packet Pg.74 4278 1-27 MCC Staff Report for Approving Bond Expenditure Agreement v1.2 (DOCX) Agrmt 4270 (PDF) Updated: 1/28/2016 by Jolena E. Grider A Packet Pg 75 „p 5Da 1 RESOLUTION NO. 2 RESOLUTION OF MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A BOND EXPENDITURE AGREEMENT WITH THE 3 SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN 4 BERNARDINO AND APPROVING CERTAIN RELATED ACTIONS. E as as L 5 WHEREAS, pursuant to Health and Safety Code (the "HSC") § 34172 (a)(1), the a d L 6 Redevelopment Agency of the City of San Bernardino was dissolved February 1, 2012; and .2 7 WHEREAS, consistent with the provisions of the HSC, on January 9, 2012 the Mayor and Q X W 8 Common Council of the City of San Bernardino elected to serve in the capacity of the Successor a 0 9 Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Agency"); and 00 00 10 WHEREAS, the Oversight Board for the Successor Agency (the "Oversight Board") has 11 been established pursuant to HSC § 34179 to assist in the wind-down of the dissolved w 12 redevelopment agency; and E 0 13 WHEREAS, HSC § 34191.4 (c) allows a successor agency that has received a Finding of 0- a 14 Completion (the "FOC") to use bond proceeds from bonds issued prior to 2011 for purposes for 0 15 which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy m CL 16 approved enforceable obligations shall be expended in a manner consistent with the original bond w 17 covenants, and further provides that such expenditures shall constitute excess bond proceeds (the 0 rn 18 "Excess Bond Proceeds") obligations that shall be listed separately on a successor agency's = 0 19 Recognized Obligation Payment Schedule (the "ROPS"); and a a 20 WHEREAS, the HSC provides for a cooperative relationship between cities and their c 2 21 redevelopment agencies, as well as their successor agencies who have assumed the duties and o d 22 obligations of the former redevelopment agencies; and U V 23 WHEREAS, HSC § 33220 authorizes a city to aid and cooperate in the planning, ti N 24 undertaking, construction, or operation of redevelopment projects; and r 25 WHEREAS, HSC § 34178 (c) allows a successor agency and its sponsoring city to enter E U 26 into agreements for the purpose of conducting the work of winding-down the former redevelopment w a 27 agency as set forth in HSC § 34177.3 (b), subject to the obtaining the approval of its oversight w.r 28 board; and 1 Packet Pg.76 " I WHEREAS, as a consequence of receiving its FOC on December 22, 2015, the Successor 2 Agency may now utilize its Excess Bond Proceeds for their intended purposes; and 3 WHEREAS, the Successor Agency has Excess Bond Proceeds in the amount of$6,045,230 r m 4 from its 2010A Tax Allocation Bonds (the "TABS") and $2,701,558 from its 2010B TABS that E as L 5 together total $8,746,788 that may be committed to capital projects pursuant to the covenants Q d L 6 applicable to each of the TAB issues; and r �a 7 WHEREAS, the Successor Agency does not have the technical capability of causing the X W 8 development of capital projects; however, the City of San Bernardino (the "City") does have the c 0 9 requisite technical capability of causing the development of capital projects; and 00 10 WHEREAS, consistent with the foregoing recital, the Successor Agency desires to provide 11 the Excess Bond Proceeds to the City for the purpose of enabling the City to use such funds in the 12 manner consistent with the covenants applicable to the TABs; and E Q 13 WHEREAS, the transfer of the Excess Bond Proceeds to the City for use in the manner a 14 consistent with the covenants applicable to the TABs is evidenced in the Bond Expenditure m 15 Agreement between the Successor Agency and the City, attached hereto as Exhibit"A"; and d 0. 16 WHEREAS, the Oversight Board has previously approved the Bond Expenditure w 17 Agreement; and 0 a� 18 WHEREAS, consistent with the foregoing, the Bond Expenditure Agreement is 0 L 19 recommended for approval; and a a 20 WHEREAS, this Resolution has been reviewed with respect to applicability of the c .2 0 21 California Environmental Quality Act (the "CEQA"), the State CEQA Guidelines (California Code 6 0 22 of Regulations, Title 14, §§ 15000 et seq., hereafter the "Guidelines"), and the City's environmental v U 23 guidelines; and N 24 WHEREAS, this Resolution is not a "project" for purposes of CEQA, as that term is r 25 defined by Guidelines § 15378, because this Resolution is an organizational or administrative .Ec0 26 activity that will not result in a direct or indirect physical change in the environment, per § a 27 15378(b)(5) of the Guidelines; and �. 28 2 Packet Pg.77 I WHEREAS, all of the prerequisites with respect to the approval of this Resolution have 2 been met. 3 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON c 4 COUNCIL OF THE CITY OF SAN BERNARDINO,AS FOLLOWS: E a� as L 5 Section 1. The foregoing recitals are true and correct and are a substantive part of this a L 6 Resolution. 3 �a 7 Section 2. The Bond Expenditure Agreement between the Successor Agency and the Q, X w 8 City, which is attached hereto as Exhibit"A", is approved. _ 0 9 Section 3. The City Manager, or designee, is authorized to take such actions and execute 00 P CM 10 such documents as are necessary to effectuate the intent of this Resolution. 11 Section 4. This Resolution is not a "project" for purposes of CEQA, as that term is 12 defined by Guidelines § 15378, because this Resolution is an organizational or administrative 0) d 13 activity that will not result in a direct or indirect physical change in the environment, per § a 14 15378(b)(5) of the Guidelines. d r 15 Section 5. This Resolution shall take effect upon its adoption and execution in the = d 0. 16 manner as required by the City Charter and the applicable provisions of the HSC shall govern the W .a 17 effectiveness of the Bond Expenditure Agreement. 0 rn 18 0 19 /// CL CL a 20 /// c w 21 /// o as 22 /// L) U V 23 ti N 24 w c 25 /// E s 26 w Q ,w+► 27 wr 28 3 Packet Pg6,78. 5.D.a Y` 1 RESOLUTION OF MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING A BOND EXPENDITURE AGREEMENT WITH THE 2 SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN 3 BERNARDINO AND APPROVING CERTAIN RELATED ACTIONS. c d 4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common E d 5 Council of the City of San Bernardino, at a meeting thereof, held on the I"day of February, 2016, � a m 6 by the following vote, to wit: r _ 7 a Council Members Ayes Nays Abstain Absent w 8 MARQUEZ c 9 0° BARRIOS co ti 10 VALDIVIA 7 11 SHORETT C14 12 NICKEL a E 13 JOHNSON L 14 MULVIHILL 0 r 15 = d Q. x 16 Georgeann Hanna, City Clerk W 17 The foregoing Resolution is hereby approved this 1"day of February 2016. M M 18 = 0 L 19 a a 20 = R. Carey Davis, Mayor w 21 0 N d 22 Approved as to Form: v Gary D. Saenz, City Attorney 23 N 24 By: _ d 25 E U 26 r a 27 28 4 Packet Pg.is 1 EXHIBIT "A" 2 3 BOND EXPENDITURE AGREEMENT BETWEEN THE c d 4 SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY E OF THE CITY OF SAN BERNARDINO L 5 AND THE a CITY OF SAN BERNARDINO L 6 7 (See Attachment) Q. x w 8 a 0 9 Co Co ti 10 � 11 12 0 E d 13 a 14 L 0 15 = 0 Q 16 w 17 m0 18 = O L 19 a a 20 0 w _3 21 O 0 W 22 U U 23 ti N 24 r m 25 E 26 w a 27 28 5 Packet Pg.80 Text of Staff Report for M/CC's Approval of the Bond Expenditure Agreement Agenda of February 1, 2016 r RECOMMENDATION: d E d It is recommended that the Mayor and Common Council of the City of San Bernardino adopt a resolution approving a Bond Expenditure Agreement with the Successor Agency to Q Redevelopment Agency of the City of San Bernardino and approving certain related actions BACKGROUND: Q X w Pursuant to Health and Safety Code ("HSC") § 34172 (a)(1), the Redevelopment Agency of the 0 City of San Bernardino was dissolved on February 1, 2012. Consistent with the provisions of the m° HSC, on January 9, 2012 the Mayor and Common Council of the City of San Bernardino elected co to serve in the capacity of the Successor Agency to the Redevelopment Agency of the City of N San Bernardino ("Successor Agency"). Consistent with the provisions of the HSC, the Mayor and Common Council of the City of San Bernardino previously elected to serve in the capacity of the Successor Housing Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Housing Agency"). The Oversight Board for the Successor Agency("Oversight Board") has been established pursuant to HSC § 34179 to assist in the wind-down of the d dissolved redevelopment agency. a d HSC § 34191.4 (c) allows a successor agency that has received a Finding of Completion (the w "FOC") to use bond proceeds from bonds issued prior to 2011 for purposes for which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy approved x enforceable obligations shall be expended in a manner consistent with the original bond W covenants, and further provides that such expenditures shall constitute excess bond proceeds (the c "Excess Bond Proceeds") obligations that shall be listed separately on a successor agency's °m Recognized Obligation Payment Schedule (the "ROPS"). 0 The HSC provides for a cooperative relationship between cities and their redevelopment a agencies, as well as their successor agencies who have assumed the duties and obligations of the Q L former redevelopment agencies. HSC § 33220 authorizes a city to aid and cooperate in the 0 planning, undertaking, construction, or operation of redevelopment projects. HSC § 34178 (c) o allows a successor agency and its sponsoring city to enter into agreements for the purpose of W conducting the work of winding-down the former redevelopment agency as set forth in HSC § 34177.3 (b), subject to the obtaining the approval of its oversight board. U As a consequence of receiving its FOC on December 22, 2015, the Successor Agency may now utilize its Excess Bond Proceeds for their intended purposes. The Successor Agency has Excess N Bond Proceeds in the amount of$6,045,230 from its 2010A Tax Allocation Bonds (the "TABs") and $2,701,558 from its 2010B TABs that together total $8,746,788 that may be committed to capital projects pursuant to the covenants applicable to each of the TAB issues. Excerpts from E the Official Statements for both TABs that provide a listing of the projects are included as Exhibit "A" to the Bond Expenditure Agreement, which is attached to the Resolution. The Q selection of specific projects to be funded with Excess Bond Proceeds will occur at a later date. Packet Pg.81 5�D b Page 2 The Successor Agency does not have the technical capability of causing the development of capital projects; however, the City of San Bernardino (the "City") does have the requisite technical capability of causing the development of capital projects. Consistent with the foregoing, the Successor Agency desires to provide the Excess Bond Proceeds to the City for the d purpose of enabling the City to use such funds in the manner consistent with the covenants applicable to the TABs. a d L The transfer of the Excess Bond Proceeds to the City for use in the manner consistent with the covenants applicable to the TABs is evidenced in the Bond Expenditure Agreement between the a Successor Agency and the City, which is included as Exhibit "A" to the attached Resolution. W The Oversight Board has previously approved the Bond Expenditure Agreement. Therefore, consistent with the foregoing, the Bond Expenditure Agreement is recommended for approval. °m co The attached Resolution has been reviewed with respect to applicability of the California N Environmental Quality Act (the "CEQA"), the State CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000 et seq., hereafter the "Guidelines"), and the City's environmental guidelines. The approval of the attached Resolution does not constitute a "project" for purposes of CEQA, as that term is defined by Guidelines § 15378, because this Resolution is an organizational or administrative activity that will not result in a direct or indirect physical change d in the environment,per § 15378(b)(5) of the Guidelines. Q a� FISCAL IMPACT: c Approval of the Bond Expenditure Agreement will enable the Successor Agency to ensure that x its Excess Bond Proceeds are used for their intended purpose. w c Attachment: Resolution. °m CD S 0 L Q a L 0 L 0 Q NNd I.f. Cn U U ti N C d E L V l4 w r a Packet Pg. 82 5.D.c r3 2 w BOND EXPENDITURE AGREEMENT This Bond Expenditure Agreement (the "Agreement") is entered into on February 1 1 2016, by and between the City of San Bernardino, a municipal corporation (the "City") and the Successor Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Agency"). The City and the Successor Agency are collectively referred to herein as "Parties" or individually referred to as a"Party". x RECITALS WHEREAS, pursuant to Health and Safety Code (the "HSC") § 34172 (a) (1), the Redevelopment Agency of the City of San Bernardino was dissolved February 1,2012; and WHEREAS, consistent with the provisions of the HSC, on January 9, 2012 the Mayor 4 and Common Council of the City of San Bernardino elected to serve in the capacity of the Successor Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor L Agency"); and a d L WHEREAS, the Oversight Board for the Successor Agency (the "Oversight Board") r has been established pursuant to HSC § 34179 to assist in the wind-down of the dissolved redevelopment agency; and x w WHEREAS, HSC § 34191.4 (c) allows a successor agency that has received a Finding o of Completion (the "FOC") to use bond proceeds from bonds issued prior to 2011 for purposes 00 for which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy approved enforceable obligations shall be expended in a manner consistent with the original bond covenants, and further provides that such expenditures shall constitute excess bond CD proceeds (the "Excess Bond Proceeds") obligations that shall be listed separately on a successor agency's Recognized Obligation Payment Schedule (the "ROPS"); and L WHEREAS, the HSC provides for a cooperative relationship between cities and their a redevelopment agencies, as well as their successor agencies who have assumed the duties and a obligations of the former redevelopment agencies; and E U !C WHEREAS, HSC § 33220 authorizes a city to aid and cooperate in the planning, a undertaking, construction, or operation of redevelopment projects; and WHEREAS, HSC § 34178 (c) allows a successor agency and its sponsoring city to enter into agreements for the purpose of conducting the work of winding-down the former redevelopment agency as set forth in HSC § 34177.3 (b), subject to the obtaining the approval of its oversight board; and WHEREAS, as a consequence of receiving its FOC on December 22, 2015, the Successor Agency may now utilize its Excess Bond Proceeds for their intended purposes; and -1- Packet Pg.83 WHEREAS, the Successor Agency has Excess Bond Proceeds in the amount of $6,045,230 from its 2010A Tax Allocation Bonds (the "TABS") and $2,701,558 from its 2010B TABs that together total $8,746,788 that may be committed to capital projects pursuant to the covenants applicable to each of the TAB issues; and s WHEREAS, the Successor Agency does not have the technical capability of causing the development of capital projects; however, the City of San Bernardino (the "City") does have the requisite technical capability of causing the development of capital projects; and WHEREAS, pursuant to this Agreement, the Successor Agency desires to provide the Excess Bond Proceeds to the City for the purpose of enabling the City to use such funds in the manner consistent with the covenants applicable to the TABS; and WHEREAS, the Parties intend that this Agreement shall constitute an excess bonds proceeds obligation within the meaning of HSC § 34191.4 (c) (1) (A) to be paid from Excess E Bond Proceeds; and d a� a WHEREAS, the Successor Agency has listed this Agreement inclusive of the 0 requirement to transfer Excess Bond Proceeds to the City on its ROPS 16-17 A & B as an r obligation to be funded with Excess Bond Proceeds. a X NOW, THEREFORE, in consideration of the mutual promises, covenants and W conditions set forth hereinafter,the parties agree as follows: c m 1. Incorporation. The foregoing Recitals are true and correct and are a substantive c° part of this Agreement. 0 2. Successor Agency's Obligations: Subsequent to the Effective Date, as defined below, the Successor Agency shall: i) transfer to the City all of the Excess Bond Proceeds from E the 2010 TABs, plus all interest accrued thereon up to the date of such transfer; and ii) assign to Q the City all duties and responsibilities with respect to the administration of any capital projects that are funded with Excess Bond Proceeds, including without limitation, as set forth therefor in the indenture or indentures of trust under which the TABs were issued. 3. City's Obligations: The City shall have the following obligations under this a Agreement: a) Retention of Excess Bond Proceeds: The City Shall accept, hold, and disburse Excess Bond Proceeds transferred to the City pursuant to this Agreement, including current Excess Bond Proceeds and future Excess Bond Proceeds. The City shall retain any Excess Bond Proceeds that it receives and shall use such funds for uses consistent with applicable bond covenants. b) Use of Excess Bond Proceeds: The City may spend Excess Bond Proceeds received or retained under this Agreement on any project, program, or activity authorized by the Mayor and the Common Council of the City (the "Selected Projects"). The Selected Projects may -2- Packet Pg 84 j. i include projects that are described in the Official Statement for the TABs, as depicted on Exhibit "A"hereto, or as otherwise allowable under the tax certificate executed and delivered for all or a portion of the TABs. Further,the City must spend the Excess Bond Proceeds consistent with the original bond covenants applicable to the particular Excess Bond Proceeds, and must comply with all requirements of the federal tax law and all applicable requirements of the HSC as to the use of such funds. The City shall be solely responsible for ensuring that Excess Bond Proceeds are maintained and spent in accordance with bond covenants and other applicable laws. The City shall indemnify and defend the Successor Agency, and its officers and agents, against, and shall hold the Successor Agency, and its officers and agents, harmless from, any claims causes of action, or liabilities arising from any use of Excess Bond Proceeds by the City that is inconsistent with or unallowable pursuant to the applicable bond covenant or the failure of the City to ensure that Excess Bond Proceeds are used in accordance with bond covenants, federal tax law,and the HSC. E The City assumes all contracts, if any, entered into by the Successor Agency or the P former redevelopment agency related to activities to be funded by Excess Bonds Proceeds, with a the exception of those contracts retained by the Successor Agency relating to Enforceable 3 Obligations. The City shall perform its obligations hereunder, and under such assumed contracts, in accordance with the applicable provisions of federal, state and local laws, including the obligation to comply with environmental laws such as CEQA, and shall timely complete the w work required for each project. W _ 0 c) Investment of bond proceeds: Until expended, City will cause those proceeds 0° from bonds as to which interest payments are exempt from federal income tax to be invested in tax-exempt obligations. 0 4. Entire Agreement; Waivers; and Amendments: N r a) This Agreement constitutes the entire understanding and agreement of the Parties with respect to the transfer and use of Excess Bond Proceeds. This Agreement integrates all of Q the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the Parties with respect to the subject matter of this Agreement. w b) This agreement is intended solely for the benefit of the City and the Successor a Agency. Notwithstanding any reference in this Agreement to persons or entities other than the City and the Successor Agency,there shall be no third party beneficiaries under this agreement. C) All waivers of the provisions of the Agreement and all amendments to this Agreement must be in writing and signed by the authorized Representative of the Parties. 5. Severability: If any term, provisions, covenant or condition to this Agreement is held by a court of competent jurisdiction to be invalid, void of unenforceable, the remainder of the provisions shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged by such invalidation, voiding or unenforceability. In addition, the Parties shall cooperate in good faith in an effort to amend or -3- Packet Pg.83 t r ' modify this Agreement in a manner such that the purpose of any invalidated or voided provision, covenant, or condition can be accomplished to the maximum extent legally permissible. 9 6. Further Assurances: Each Party agrees to execute, acknowledge and deliver all additional documents and instruments, and to take such other actions as may be reasonably necessary to carry out the intent of this agreement. 7. Effective Date: This Agreement shall only be effective subsequent to its approval by the Successor Agency's Oversight Board and the California Department of Finance (the ( "DOF"). 3 8. Integration: This instrument constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior offers and negotiations, oral or written. d 9. Governing Law: This Agreement shall be construed and interpreted according to the laws of the State of California. a d IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates r indicated below. c m CITY OF SAN BERNARDINO W m° By: co R. Carey Davis, Mayor 0 ti N Date: Z E SUCCESSOR AGENCY TO THE a REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO E s R By: a R. Carey Davis, Chairman Date: APPROVED AS TO FORM: Gary D. Saenz, City Attorney�1 -4- Packet Pg.86 t: I RC EXHIBIT"A" t EXCERPTS FROM THE OFFICIAL STATEMENTS FOR THE t 2010A AND 2010B TAX ALLOCATION BONDS k DESCRIBING THE PROJECT t ' 3 f v Project Description for the 2010A Tax Allocation Bonds(taken from page 3 from the Official Statement) i. The 4"' Street is designated as the "4th Street Corridor" in Downtown San Bernardino from"E" Street west to `H" € Street and from 2nd street north to 5rh Street. 4th Street was formerly the major access route to the Interstate-215 Freeway ("1-215"). The California Department of Transportation ("Caltrans") currently has underway 1-215 widening and construction and reconfiguration of on-and off-ramps to the I-215.Due to the closure of the off-ramps at this location,the Agency plan for this 3 block areas is to limit 4th Street to 2 travel lanes with pedestrian friendly c }: walking areas and limited vehicular access. The Agency proposes to alter the width of the streets to remove 2 travel E lanes plus the current curb-side parking and install decorative paving stones and other amenities that will denote this d d area as the "Theater District." The "Theater District" is anchored by the historic 1,760 seat California Theatre constructed in 1928 and the Agency owned 20-plex theater facility. Q d The projects the Agency intends to finance with the proceeds of the Bonds are as follows: c Items Estimated Cost a 4th Street from E Street to H Street — $2,000,000 w Redesign/construct 4th Street to 2 travel lanes with 'a pedestrian friendly walking areas, limited vehicular m access, restriping, and streetscape including, but not limited to: landscaping, medians, lighting, signage, ti signalization,public areas,water features. 04 5"' Street from E Street to H Street—Freeway gateway $600,000 and streetscape including, but not limited to: N landscaping, medians, lighting, signage, signalization, v public areas,water features. E Court Street from E Street to Arrowhead Avenue — $450,000 Streetscape including, but not limited to: landscaping, Q medians, lighting, signage, signalization, public areas, c water features. E E Street from 5th Street to 211d Street — Streetscape $400,000 -� including, but not limited to: landscaping, medians, lighting, signage, signalization, public areas, water Q features. F Street — 5th Street to 4th Street — Streetscape $400,000 including, but not limited to: landscaping, medians, lighting, signage, signalization, public areas, water features. Streetscape 2"d Street from I-215 to E Street—Freeway $650,000 gateway and streetscape including, but not limited to: landscaping, medians, Iighting, signage, signalization, public areas,water features. Theater Square— public areas, utilities, water features $650,000 development pads. Temporary Bus Facility infrastructures — streetscape, $400,000 on-site vehicular infrastructure; public building renovations. -5- Packet Pg.87 } J 6 h Convention Center—streetscape,utilities,public areas. $300,000 Reader Board Sign. $900,000 Various Northwest Redevelopment Project Area $950,000 infrastructure projects. Contingency (unused funds to Northwest $550,000 Redevelopment Project Area). Total: $8,250,000 Project Description for the 2010B Tax Allocation Bonds(taken from page 3 from the Official Statement) # The Project is expected to include various infrastructure improvements throughout.the Project Area.The projects the Agency intends to finance with the proceeds of the Bonds are as follows: Items Estimated Cost Various Neighborhood street light and street $1,500,000 construction projects. Baseline at California — right-of-way easement, $350,000 curb/gutter/sidewalk. West Highland Corridor Improvements between Macy $800,000 Street and California Street—the design/reconstruction a� Q of street including storm drains, sewer, streetscapes, � landscaping, upgrade signage and signalization, utilities, curb and gutter, sidewalk; facade improvement; demolition of buildings; clearance of parcels along the south side of West Highland. C 1-210/State Street Corridor Infrastructure $950,000 w Improvements from State Street exit to Lytle Creek — the design/reconstruction of street including storm m drains, sewer, streetscapes, landscaping, upgrade signage and signalization, utilities, curb and gutter, 00 sidewalk;other development incentives. v Various land acquisition/assembly projects, demolition $2,300,000 0 of blighted properties,etc. N Southeast corner of Highland and Medical Center $830,000 d Drive — sidewalk, curb and gutter; additional street E lighting; undergrounding of utilities; upgrade to mains Q sewer connection. Medical Center Drive South of the Magnolia at $450,000 Highland Project — sidewalk, curb and gutter; E additional street lighting; undergrounding of utilities; upgrade to main sewer connection. w Highland Avenue west of Medical Center Drive—the $1,000,000 Q design/reconstruction of street including storm drains, sewer, streetscapes, landscaping, upgrade signage and signalization,utilities,curb and gutter sidewalk. Total: $8,180,000 Note:The total amount of the listed projects exceeds the amount of net bond proceeds for both TABs. Accordingly, the bond proceeds were not consider the sole source of funding for the sum of the listed projects. The bond documents do not identify the supplemental funding sources. -6- Pack6 Pg.88