HomeMy WebLinkAbout02- Economic Development ECONOMIC DEVELOPMENT AGENCY
OF THE CITY OF SAN BERNARDINO
REQUEST FOR COMMISSION/COUNCIL A TION
FROM: TIMOTHY C. STEINHAUS SUBJECT: SAN BERNARDINO INTERNATIONAL
Agency Administrator AIRPORT AUTHORITY FINANCING
DATE: September 27, 1996
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Synopsis of Previous Commission/Council/Committee Action(s)•
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Recommended Motion(cr)•
(Mayor and ommon o ncio
MOTION A: RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO APPROVING A CERTAIN LOAN AGREEMENT WITH THE SAN
BERNARDINO INTERNATIONAL AIRPORT AUTHORITY AND MEMBERS OF
SAID AUTHORITY AND ACKNOWLEDGING CERTAIN OBLIGATIONS
INCURRED BY THE CITY OF SAN BERNARDINO PURSUANT TO A JOINT
POWERS AGREEMENT ESTABLISHING THE SAN BERNARDINO
INTERNATIONAL AIRPORT AUTHORITY.
(Community Develo m n ommission)
MOTION B: RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF SAN BERNARDINO,CALIFORNIA,AMENDING RESOLUTION NO.
5493 RELATIVE TO ITS COMMITMENT TO PROy4ftF A GUARANTY OF A
CERTAIN OBLIGATION OF THE CITY OF SA NARDINO
TIMOTilY C. STEINHAUS
Agency Administrator
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Contact Person(s): Timothy C. Steinhaus Phone:
Project Area(s): N/A _ Ward(s):
Supporting Data Attached: Staff Report;
FUNDING REQUIREMENTS: Amount: S-N/A. . _ Source: _-N/A__
Budget Authority: None
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Commission/Council Notes:
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REW:lmp:sbiaa.cdc COMMISSION MEETING AGENDA
MEETING DATE: 09/30/1996
Agenda Item Number:
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
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SanBernardino Intern ationalAirportAathority Financing
The Mayor and Common Council has previously approved a guaranty of the proposed indebtedness of
the San Bernardino International Airport Authority("SBIAA") in an amount not to exceed $2,000,000
representing the amount allocable to the City of San Bernardino. Actions were also taken by the
Community Development Commission on September 11, 1996,to allow the Economic Development
Agency("EDA")to pay from tax increment revenues any amounts that may need to be paid by the City
of San Bernardino under the guaranties as approved by the City.
The SBIAA had initiated a financing plan to issue $3,000,000 of short-term Notes that would have
become due and payable on June 30, 1997, which Notes would have been secured by the(i)guaranties of
each member of the SBIAA equal to the percentage allocable to each member based upon the six(6)
Board member voting structure, and(ii)the guaranty agreement with the Note Trustee to be executed by
the County and the City of San Bernardino whereby the County would have agreed to unconditionally
advance $1,000,000 and the City of San Bernardino $2,000,000. Such payments from the county and the
City of San Bernardino would have been required only in the event all or any of the other members of the
SBIAA failed to remit the necessary payments on or before June 30, 1997, and no other refinancing
source was then available to pay off this short-term indebtedness of the SBIAA.
On September 25, 1996, the SBIAA agreed to invoke the provisions of the Section 11 of the Joint Powers
Agreement establishing the SBIAA which requires each member to pay their proportionate share of the
expenses of the SBIAA. Failure of any member to either(i)remit the necessary cash as a loan, (ii)enter
into a loan agreement with the SBIAA, or(iii)adopt a guaranty resolution acceptable to the SBIAA,
would commence the provisions for termination of participation in the SBIAA after three(3)months of
inaction by any such member and eventual termination of their membership in the SBIAA after twelve
(12) months for any such default.
The SBIAA determined that its financial requirements for the remainder of the 1996-977 fiscal year are
in the amount of$2,250,000. This amount,together with the available funds of approximately$250,000
and the estimated Airport revenues and lease payment of$50,000 per month, should be adequate to
operate the SBIAA for the current fiscal year: (i)operating deficits of$1,100,000, (ii)repayments of
amounts owed to the County, the City of San Bernardino and the IVDA, (iii) local matching funds for the
$4,500,000 FAA grant as recently received, and(iv) local matching funds for the Airport terminal road
and parking lot improvements that are nearing completion.
The City of Highland offered to loan $1,000,000 to the SBIAA until June 30, 1997. The County has
previously advanced payroll expenses of the SBIAA in an amount equal to $180,000 which amount was
to have been reimbursed immediately after each payroll advance to the SBIAA employees. The City of
San Bernardino will be owed approximately$188,000 upon the City submitting the final invoices for
reimbursements to the federal Economic Development Administration for the terminal road and parking
lot project. These federal grant funds will reimburse the City for 75%of the project costs with the
remaining 25% reimbursement to be paid by the SBIAA.
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REW:lmp:sbiaa.cdc COMMISSION MEETING AGENDA
MEETING DATE: 09/30/1996
Agenda Item Number: 9.
ECONOMIC DEVELOPMENT AGENCY STAFF REPORT
San Bernardino International Airport Authority Financing
September 27, 1996
Page Number-2-
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In addition to the City of Highland loan as discussed above,the SBIAA requested that the County and
the City of San Bernardino each consider a loan to the SBIAA equal to $625,000 for a total of
$1,250,000 which loan will be made immediately upon approval and execution of the final Loan
Agreement with the SBIAA. Each vote on the SBIAA will be required to be responsible for$375,000 of
the total loan amount of$2,250,000. The amount attributable to the City of San Bernardino would
therefor be equal to $750,000 but the City of San Bernardino will only be required to loan $625,000 upon
execution of the Loan Agreement. The remaining$125,000 would only be required to be loaned on June
30, 1997, in the event the SBIAA is unable to obtain alternate financing and under such circumstances
both the Cities of Colton and Loma Linda would each be required to loan $375,000 at such time. The
Highland loan would be drawn only as funds are required by the SBIAA for any of its operational and
capital requirements at such time as the available working capital balances to the SBIAA were reduced to
$100,000. All loan amounts to the SBIAA will bear interest at 2% points in excess LAIF rate as may be
in affect from time to time.
Included within this agenda item for Commission action is a Resolution which amends the previous
action of the Commission whereby the EDA agreed to reimburse the City in an amount not to exceed
$2,000,000 based upon the previous financial structure. At this time it is only necessary for the EDA to
have a reimbursement obligation equal to $750,000, and the attached Resolution reduces this obligation
to conform to the commitment not being made by the City of San Bernardino to the SBIAA.
Base on the foregoing, staff recommends adoption of the form resolutions.
TIMOT C. STEINHAUS
Agency Administrator
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REW:1mp:sbiaa.cdc COMMISSION MEETING AGENDA
MEETING DATE: 09/30/1996
Agenda Item Number: _�
1
RESOLUTION NO.
2
3 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE
4 CITY OF SAN BERNARDINO APPROVING A CERTAIN LOAN
AGREEMENT WITH THE SAN BERNARDINO INTERNATIONAL
5 AIRPORT AUTHORITY AND MEMBERS OF SAID AUTHORITY
AND ACKNOWLEDGING CERTAIN OBLIGATIONS INCURRED BY
6 THE CITY OF SAN BERNARDINO PURSUANT TO A JOINT
7 POWERS AGREEMENT ESTABLISHING THE SAN BERNARDINO
INTERNATIONAL AIRPORT AUTHORITY
8
9 WHEREAS, the City of San Bernardino (the "City" )
10 together with the County of San Bernardino and the Cities of
11
12 Colton, Loma Linda and Highland (collectively, the "Members")
13 and the City of Redlands have adopted a certain Joint Exercise of
14 Powers Agreement, as amended, dated as of May 20, 1992 (the "JPA
15 Agreement" ) , creating the San Bernardino International Airport
16 Authority ( "SBIAA" ) ; and
17
18
19 WHEREAS, the City of Redlands by official action of the
20 City Council of the City of Redlands has determined to
21 voluntarily resign from the membership of the SBIAA; and
22
23
24 WHEREAS, the SBIAA has received the conveyance of the
25 airport portions of the former Norton Air Force Base (the "SBD
26 Airport" ) from the United States Air Force and is presently
27 operating the aviation facilities thereon as a general aviation
28 airport; and
1
1
WHEREAS, the SBIAA requires additional funds at this
2
3 time for the purposes of : (i) undertaking public improvement
4 projects to gain better vehicular access to the SBD Airport, (ii)
5 upgrading the aviation facilities located on the SBD Airport by
6 contributing local match funds together with federal grant funds,
7 and (iii) paying the operating deficits created by the ongoing
8
9 operations of the SBD Airport and the payment of the necessary
10 administrative expenses of the SBIAA; and
11
12 WHEREAS, Section 11 of the JPA Agreement requires each
13
of the Members to pay their proportionate share of the operating
14
15 deficits and other debt of the SBIAA as may be assessed by the
16 SBIAA to the respective Members; and
17
18 WHEREAS, it has become necessary for the SBIAA to
19
obtain funds by obtaining a loan from the County of San
20
21 Bernardino, the Cities of Highland, Colton, Loma Linda and the
22 City (collectively referred to herein as the "Members" ) by way of
23 a Loan Agreement for the funding of the ongoing capital
24 improvement budget and the operating deficits of the SBIAA for
25
the 1996-97 fiscal year of the SBIAA for which the financial
26
commitments of all the Members to extend loans to the SBIAA will
27
28 be required; and
2
1
WHEREAS, the City has been requested by the SBIAA to
2
3 adopt this Resolution pursuant to the provisions of Section 11 of
4 the JPA Agreement and to thereby commit to the extension of the
5 San Bernardino Loan, as defined in the Loan Agreement, the amount
6 of which has been calculated on the basis of the current voting
7
structure of the Members; and
8
9
10 WHEREAS, the City of San Bernardino currently has two
11 (2) of the six (6) votes on the Board of the SBIAA since the date
12 of the voluntary resignation by the City of Redlands from the
13
voting membership of the SBIAA, and each of the other Members of
14
15 the SBIAA, including the County of San Bernardino and the Cities
16 of Colton, Highland and Loma Linda shall each have one (1) of the
17 total of six (6) votes on the Board of the SBIAA.
18
19
NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF
20
21 THE CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND
22 ORDER AS FOLLOWS :
23
24 Section 1 . The City hereby finds and determines
25
that the above set forth recitals are true and correct in all
26
27 respects .
28
3
1
Section 2 . The City hereby approves the execution
2
3 by the City of the Loan Agreement substantially in the form as
4 attached hereto, whereby the SBIAA will incur indebtedness in the
5 principal amount not to exceed $2, 250, 000 . The City acknowledges
6 the existence of the obligations of the City to be incurred
7
pursuant to Section 11 of the JPA Agreement establishing the
8
9 SBIAA and consents to all terms, conditions and provisions
10 thereof .
11
12 Section 3 . The City by the adoption of this
13
Resolution does hereby incur the general fund obligation to loan
14
15 to the SBIAA, under the terms of the Loan Agreement, a portion of
16 the principal amount to be borrowed by the SBIAA in an amount not
17 to exceed $750, 000, of which $625, 000 shall be loaned as of the
18 loan closing date and the remainder of said loan to be made on
19 June 30, 1997, or as soon thereafter as requested by the SBIAA,
20
21 or such lesser principal amount representing two-sixths (2/6ths)
22 of the total principal amount loaned to the SBIAA under the Loan
23 Agreement as may be authorized by the Board of the SBIAA and as
24 shall be incurred by the SBIAA.
25
26
27 The City agrees that in the event the City should fail
28 to extend the required loan amounts to the SBIAA as required by
4
1
2 the Loan Agreement and written timeline limits therein provided,
3 this Resolution shall constitute an amendment to the JPA
4 Agreement establishing the SBIAA as referenced in the recitals
5 hereof and shall have the effect of automatically expelling the
6 City from the membership of the SBIAA as of June 30, 1997,
7
8 without any further action being required by either the City or
9 any other member jurisdiction of the SBIAA. The City agrees and
10 represents to the Members that in the event of such automatic
11 expulsion from the membership of the SBIAA, the City shall
12 execute such documents as may reasonably be requested by any
13
14 trustee or lender in connection with any subsequent financing or
15 by the SBIAA to evidence such expulsion from the membership of
16 the SBIAA, including, but not limited to, any formal amendment
17 document or certificate of amendment to the JPA Agreement .
18
19
Upon any such automatic expulsion of the City from the
20
21 membership of the SBIAA as of June 30, 1997, the City
22 acknowledges and agrees that the City shall remain liable to the
23 SBIAA and its remaining Members for a principal amount not to
24 exceed $750, 000, plus accrued and unpaid interest with respect to
25
the principal amount thereof .
26
27
28
5
1
Section 4 . The City agrees that in the event one or
2
3 more current Members of the SBIAA should fail to extend the
4 required loan amounts applicable to said Member or Members as
5 provided in the Loan Agreement, that portion allocable to any
6 such defaulting Member or Members of the SBIAA may be assumed by
7 the City, but the City shall not be required to so assume nor
8
9 will the City be compelled to assume such allocable portion
10 attributable to a defaulting Member or Members . Such allocable
11 portion of obligated Member or Members may be assumed either in
12 whole or in cooperation with one (1) or more nondefaulting Member
13 or Members . Under such voluntary assumption by the City of the
14
15 allocable portions of a defaulting Member or Members the amount
16 of the loan to the SBIAA for which the City shall be responsible
17 will be increased by a proportionate amount as required to
18 reallocate the delinquent amounts not loaned by a defaulting
19 Member or defaulting Members . The City further acknowledges and
20
agrees that in the event all other Members should default in
21
22 their respective obligations to pay all amounts when due, either
23 pursuant to the terms of the Loan Agreement or with respect to
24 the other debts, obligations and administrative and operating
25 expenses of the SBIAA, the City may assume, but shall not be
26
27 required to assume nor will the City be compelled to assume,
28 either separately or in cooperation with one (1) or more
6
1
nondefaulting Member or Members, the total principal amount of
2
3 the loan obligation, and all debts, obligations and
4 administrative and operating expenses incurred by the SBIAA
5 whether such has become due and payable either at the time of
6 adoption of this Resolution or at a latter date if payment is
7
required pursuant to the JPA Agreement .
8
9
10 Section 5 . The findings and determinations herein
11 shall be final and conclusive . This Resolution shall be
12 effective from and after the date of its adoption and shall be
13 non-repealable prior to the time the City has advanced to the
14
SBIAA all of the principal which it is obligated to loan under
15
16 the term of the Loan Agreement .
17
18
19
20
21
22
23
24
25
26
27
28
1
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
2 BERNARDINO APPROVING A CERTAIN LOAN AGREEMENT WITH THE SAN
BERNARDINO INTERNATIONAL AIRPORT AUTHORITY AND MEMBERS OF SAID
3 AUTHORITY AND ACKNOWLEDGING CERTAIN OBLIGATIONS INCURRED BY THE
4 CITY OF SAN BERNARDINO PURSUANT TO A JOINT POWERS AGREEMENT
ESTABLISHING THE SAN BERNARDINO INTERNATIONAL AIRPORT AUTHORITY
5
6 Section 6 . The findings and determinations herein
7 shall be final and conclusive. This Resolution shall take effect
8
9 upon the date of its adoption.
10 I HEREBY CERTIFY that the foregoing Resolution was duly
11 adopted by the Mayor and Common Council of the City of
12 San Bernardino at a meeting
13
thereof, held on the day of ,
14
15 1996, by the following vote, to wit :
16 Council Members : AYES NAYS ABSTAIN ABSENT
NEGRETE
17 CURLIN
ARIAS
18 OBERHELMAN
19 DEVLIN
ANDERSON
20 MILLER
21
22 City Clerk
The foregoing resolution is hereby approved this
23 day of 1996 .
24 Mayor of the City of
25 San Bernardino
Approved as to form and legal content :
26 City Attorney
27 By:
28 SBIA\0001\DOC\234
8
SBIA\0001\DOC\231
9\27\96 1040 law
LOAN AGREEMENT
THIS LOAN AGREEMENT is made and entered into as of
1996, by and among the SAN BERNARDINO INTERNATIONAL
AIRPORT AUTHORITY, a joint powers authority organized and existing
under the laws of the State of California (the "Authority" ) , THE
COUNTY OF SAN BERNARDINO (the "County" ) , THE CITY OF SAN BERNARDINO
( "San Bernardino") , THE CITY OF HIGHLAND ("Highland" ) , THE CITY OF
COLTON ("Colton") and THE CITY OF LOMA LINDA ( "Loma Linda" ) . The
County, San Bernardino, Highland, Colton and Loma Linda are all
public bodies, corporate and politic, duly existing under the laws
of the State of California, and shall be collectively referred to
herein as the "Lenders" .
W I T N E S S E T H:
WHEREAS, the Authority is a joint powers authority, duly
established and authorized to transact business and exercise powers
under and pursuant to a Joint Exercise of Powers Agreement, as
amended (the "Joint Powers Agreement" ) by and among the County,
San Bernardino, Highland, Colton, Loma Linda and the City of
Redlands ( "Redlands" ) ; and
WHEREAS, Redlands has voluntarily withdrawn as a member
of the Authority; and
WHEREAS, the Authority was established for the purposes
of acquiring, operating, repairing, maintaining and administrating
the aviation portions of the former Norton Air Force Base, now
known as the San Bernardino International Airport (the "Airport" ) ;
and
WHEREAS, the Authority has the powers set forth in the
Joint Powers Agreement and as provided in the Joint Powers Act,
Chapter 5, Division 7, Title 2 of the Government Code of the State
of California; and
- 1 -
WHEREAS, the Authority desires to borrow money for the
purpose of paying certain operating costs and other expenses of the
Authority; and
WHEREAS, the Lenders individually possess the legal
ability and authority to loan funds to the Authority for the
purposes specified above (the "Loan" ) and desire to do so; and
WHEREAS, in order to establish and declare the terms and
conditions upon which the Loan is to be made, the Authority and the
Lenders desire to enter into this Loan Agreement; and
WHEREAS, all acts and proceedings required by law
necessary to make this Loan Agreement, when executed by the
Authority and the Lenders, the valid, binding and legal obligation
of the Authority and each of the Lenders, and to constitute this
Loan Agreement as a valid and binding agreement for the uses and
purposes herein set forth in accordance with its terms, have been
done and taken, and the execution and delivery of this Loan
Agreement have been in all respects duly authorized by the
respective parties .
NOW, THEREFORE, in consideration of the premises and the
mutual agreements herein contained, the parties hereto do hereby
agree as follows :
2 -
ARTICLE I
Definitions
Section 1 . 01 . Definitions . Unless the context clearly
otherwise requires or unless otherwise defined herein, the
capitalized terms in this Loan Agreement shall have the respective
meanings as defined in this Section 1 . 01, for all purposes of this
Loan Agreement .
"Certificate of the Authority" means a certificate in
writing signed by the President, Vice President, Airport Director,
Treasurer or Secretary of the Authority or by any other officer of
the Authority duly authorized by the Authority in writing for that
purpose.
"Closing" means the approval of this Loan Agreement by
the governing bodies of the Authority and each of the Lenders and
the execution of this Loan Agreement by the authorized
representative of the Authority and each of the Lenders .
"Closing Date" means the date on which the Closing
occurs .
"LAIF" means the Local Agency Investment Fund.
"Loan Agreement" means this Loan Agreement by and among
the Authority and the Lenders, as originally entered into or as
amended or supplemented pursuant to the provisions hereof .
"Request of the Authority" means a request in writing
signed by the President, Vice-President, Airport Director,
Treasurer or Secretary of the Authority or by any other officer of
the Authority duly authorized by the Authority for that purpose .
Section 1 . 02 . Rules of Construction. All references
herein to "Articles, " "Sections" and other subdivisions are to the
corresponding Articles, Sections or subdivisions of this Loan
Agreement, and the words "herein, " "hereof, " "hereunder" and other
words of similar import refer to this Loan Agreement as a whole and
not to any particular Article, Section or subdivision hereof .
- 3 -
ARTICLE II
Agreements to Extend Loans
Section 2 . 01 . County Loan. The County hereby agrees
to loan the Authority the sum of Six Hundred Twenty Five Thousand
Dollars ($625, 000) , to be paid at the Closing (the "County Loan" ) .
The County Loan will be made on the terms set forth in Section 2 . 06
hereof .
Section 2 . 02 . San Bernardino Loan. San Bernardino
hereby agrees to loan the Authority up to the sum of Seven Hundred
Fifty Thousand Dollars ($750, 000) (the "San Bernardino Loan") . San
Bernardino agrees that Six Hundred Twenty Five Thousand Dollars
($625, 000) of the San Bernardino Loan (the "San Bernardino First
Installment" ) will be paid at the Closing, and on the terms set
forth in Section 2 . 06 hereof . It further agrees that the balance
of the San Bernardino Loan, in an amount not to exceed One Hundred
Twenty Five Thousand Dollars ($125, 000) (the San Bernardino Second
Installment" ) will be made on the terms set forth in Section 2 . 07
hereof .
Section 2 . 03 . Highland Loan. Highland hereby agrees
to loan the Authority up to the sum of One Million Dollars
($1, 000, 000) , which loan (the "Highland Loan") will be made on the
terms set forth in Section 2 . 08 hereof .
Section 2 . 04 . Colton Loan. Colton hereby agrees to
loan the Authority up to the sum of Three Hundred Seventy Five
Thousand Dollars ($375, 000) , which loan (the "Colton Loan" ) will be
made on the terms set forth in Section 2 . 07 hereof .
Section 2 . 05 . Loma Linda Loan. Loma Linda hereby
agrees to loan the Authority up to the sum of Three Hundred Seventy
Five Thousand Dollars ($375, 000) , which loan (the "Loma Linda
Loan" ) will be made on the terms set forth in Section 2 . 07
hereof .
Section 2 . 06 . Terms Applicable to County and San
Bernardino First Installment Loans . The terms on which the
County Loan and the San Bernardino First Installment loan will be
made are as follows :
- 4 -
a . The principal amount of said loans will bear
simple annual interest at the rate of two (2) points over the LAIF
rate in effect at the Closing Date, with said rate being adjusted
from time to time as the LAIF rate changes so as to always be two
points over the LAIF rate, with interest accruing on all unpaid
principal from the Closing Date until all of said principal is paid
in full .
b. Except as provided in subsection c . below, all
of the principal of said loans, together with all accrued interest
thereon, shall be paid in full in a single payment due on or before
June 30, 1997 .
C . In the event the loans provided for in Section
2 . 07 hereof are required to be made to the Authority on June 30,
1997, the County Loan shall thereupon be repaid by an amount to
produce a principal balance not in excess of $375, 000 . The then
outstanding principal balance of the County Loan and the San
Bernardino First Installment shall be repaid, together with
interest thereon, when and to the extent financially possible from
the available revenues and other funding sources of the Authority.
Section 2 . 07. Terms Applicable to San Bernardino Second
Installment , Colton and Loma Linda Loans . The terms on which the
San Bernardino Second Installment, Colton Loan and Loma Linda Loan
will be made are as follows :
a. Said loans will be made only upon service on San
Bernardino, Colton and Loma Linda of a Request of the Authority,
specifying the total amount of the loan requested by the Authority
(the "Total Loan Request") . The Authority may serve more than one
Request of the Authority but the total principal amount sought from
San Bernardino (as to the San Bernardino Second Installment) ,
Colton and Loma Linda, from all of the Requests of the Authority
may not exceed the sum of Eight Hundred Seventy Five Thousand
Dollars ($875, 000) . Any Request of the Authority under this
Section 2 . 07 must be made to San Bernardino, Colton and Loma Linda
concurrently, and must request from each city that portion of the
Total Loan Request which the amount of said city' s Loan bears (in
the case of San Bernardino, the San Bernardino Second Installment)
to the total of the San Bernardino Second Installment Loan, the
Colton Loan and the Loma Linda Loan. No Request of the Authority
under this Section 2 . 07 may be served prior to June 30, 1997 .
- 5 -
b. Any principal advanced by San Bernardino, Colton
and Loma Linda under the provisions of this Section 2 . 07 will bear
simple annual interest at the rate of two (2) points over the LAIF
rate in effect on the date which said principal is received by the
Authority, with said rate being adjusted from time to time as the
LAIF rate changes so as to always be two (2) points over the LAIF
rate, with interest accruing on all unpaid principal from the date
on which any portion of the principal under this Section 2 . 07 is
received by the Authority until all of said principal has been paid
in full .
C . The Authority shall repay the principal and
interest of the loans made under this Section 2 . 07 when and to the
extent financially possible from the available revenues and other
funding sources of the Authority.
Section 2 . 08 . Terms Applicable to Highland Loan. The
terms on which the Highland Loan will be made are as follows :
a. The Authority may draw upon the Highland Loan
from time to time in such principal amounts as requested in the
Request of the Authority, so long as the total principal drawn
under the Highland Loan does not exceed $1, 000, 000, providing that,
at each time the Authority seeks to draw upon said loan, the
Authority has available to it cash on hand (exclusive of the San
Bernardino Second Installment, Colton and Loma Linda Loans) in an
amount equal to or less than One Hundred Thousand Dollars
($100, 000) .
b. Any draw under this Section 2 . 08 will be made by
way of a Request of the Authority specifying the amount of the draw
requested, and shall be accompanied by a Certificate of the
Authority certifying that the Authority, as of the date of the
Certificate, has available to it funds in an amount equal to or
less than $100, 000 . The Authority shall not make more than two (2)
draws under this Section 2 . 08 in any calendar month. Highland will
have three (3) business days after the receipt by it of a Request
of the Authority seeking each draw, together with the required
Certificate of the Authority, within which to pay to the Authority
the amount of the draw requested.
- 6 -
c. All sums of principal advanced by Highland under
the provisions of this Section 2 . 08 shall bear simple annual
interest at a rate two (2) points over the LAIF rate in effect as
of the date each advance of principal is made, with such rate being
adjusted from time to time as the LAIF rate changes, so that the
rate in effect as to each draw shall always be two points over the
LAIF rate, with interest accruing on all unpaid principal from the
date said principal is received by the Authority until the date all
principal is paid in full .
d. Except as provided in Section 2 . 08 d. below, any
principal amount drawn by the Authority under the provisions of
this Section 2 . 08, together with all accrued interest thereon, will
be due and payable in a single payment on June 30, 1997 .
e . In the event the loans provided for in
Section 2 . 07 hereof are required to be made to the Authority on
June 30 , 1997, the Highland Loan shall thereupon be repaid by an
amount to produce a principal balance not in excess of $375, 000 .
The then outstanding principal balance of the Highland Loan shall
be repaid, together with interest thereon, to the extent
financially possible from the available revenues and other funding
sources of the Authority.
7 -
ARTICLE III
Default Provisions
Section 3 . 01 . Default As to San Bernardino Second
Installment , Colton Loan or Loma Linda Loan. In the event that
San Bernardino (as to the San Bernardino Second Installment) ,
Colton or Loma Linda fail or refuse to make the loans provided for
in this Loan Agreement as and when called for herein, then the city
or cities so failing shall be in default of this Loan Agreement,
providing only that the defaulting city or cities first receive
written notice, given in accordance with Section 4 . 09 hereof,
specifying the nature of the default . If a default is established
under the provisions of this Section 3 . 01, the defaulting city or
cities shall be immediately terminated from the membership and
participation in the Authority upon receipt of such notice of
default and otherwise as provided in Section 11 of the Joint Powers
Agreement, as applicable. Any such defaulting city or cities shall
continue to remain liable hereunder to remit to the Authority the
full principal amount of their respective loans pursuant to this
Loan Agreement .
Section 3 . 02 . Default As to Highland Loan. In the
event that Highland fails to make any loan draw provided for in
this Loan Agreement as and when called for herein, and further
provided that Highland has refused to advance any of the principal
amount of its loan obligation under this Loan Agreement or has
advanced principal amounts totaling less than $375, 000, then
Highland shall be in default of this Loan Agreement, providing only
that Highland first receive written notice, given in accordance
with Section 4 . 09 hereof, specifying the nature of the default . If
a default is established under the provisions of this Section 3 . 02,
Highland shall be immediately terminated from the membership and
participation in the Authority upon receipt of such notice of
default and otherwise as provided in Section 11 of the Joint Powers
Agreement, as applicable . Highland shall continue to remain liable
hereunder to remit to the Authority a principal amount not to
exceed $375, 000 of the Highland Loan pursuant to this Loan
Agreement . Highland will not be considered in default of this Loan
Agreement for any refusal or failure to extend loan draws if it has
previously extended such draws in a principal amount of not less
than $375, 000 .
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ARTICLE IV
Miscellaneous Provisions
Section 4 . 01 . Optional Prepayment . The Authority has
the right to prepay any portion of the various loans made under the
provisions of this Loan Agreement without penalty at any time and
from time to time on a proportionate basis to the Lenders in
proportion to the principal amount of the advances then outstanding
with respect to each Lender. Any payments made by the Authority
shall be credited first to unpaid interest in proportion to the
interest then owed to each Lender, and then to unpaid principal in
proportion to the principal then owed to each Lender.
Section 4 . 02 . Books and Accounts ; Financial Statement .
The Authority will keep, or cause to be kept, proper books of
record and accounts, in which complete and correct entries shall be
made of all transactions relating to the loans made under this Loan
Agreement . Such books of record and accounts shall at all times
during business hours be subject, upon prior written request, to
the reasonable inspection of the Lenders or their representatives
authorized in writing.
Section 4 . 03 . Further Assurances. The Authority and the
Lenders, and each of them, will adopt, make, execute and deliver
any and all such further resolutions, instruments and assurances as
may be reasonably necessary or proper to carry out the intention or
to facilitate the performance of this Loan Agreement .
Section 4 . 04 . Benefits Limited to Parties . Nothing in
this Loan Agreement, expressed or implied, is intended to give to
any person other than the Authority and the Lenders, any right,
remedy or claim under or by reason of this Loan Agreement .
Section 4 . 05 . No Agreement . None of the parties to
this Loan Agreement may assign or transfer any right or obligation
created by this Loan Agreement without the express written consent
of all of the other parties .
Section 4 . 06 . Amendment . This Loan Agreement may be
amended by the parties hereto but only in writing and with the
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approval of all parties hereto, and the authorization of the
governing body of each party.
Section 4 . 07 . Waiver of Personal Liability. No member,
officer, agent or employee of the Authority or the Lenders shall be
individually or personally liable for the .payment of the principal
of or interest provided for in this Loan Agreement, but nothing
herein contained shall relieve any such member, officer, agent or
employee from the performance of any official duty provided by law.
Section 4 . 08 . Payment on Business Days . Whenever in
this Loan Agreement any amount is required to be paid on a day
which is not a business day, such payment shall be required to be
made on the business day immediately following such day.
Section 4 . 09 . Notices . All written notices to be
given under this Loan Agreement shall be given by first class mail
or personal delivery to the party entitled thereto at its address
set forth below, or at such address as the party may provide to the
other party in writing from time to time. Notice shall be effective
48 hours after deposit in the United States mail, postage prepaid
or, or in the case of personal delivery to any person, upon actual
receipt at the address set forth below:
If to the Authority: San Bernardino International
Airport Authority
294 S . Leland Norton Way
San Bernardino, CA 92408
Attn: Airport Director
If to the County: County of San Bernardino
385 North Arrowhead Avenue
San Bernardino, CA 92415
Attn: County Administrative Officer
If to the City of
San Bernardino: City of San Bernardino
300 North "D" Street, Sixth Floor
San Bernardino, CA 92418
Attn: City Administrator
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If to the
City of Colton: City of Colton
650 North La Cadena Drive
Colton, CA 92324
Attn: City Manager
If to the
City of Highland: City of Highland
26985 Base Line
Highland, Ca 92346
Attn: City Manager
If to the
City of Loma Linda: City of Loma Linda
25541 Barton Road
Loma Linda, CA 92354
Attn: City Manager
Section 4 . 10 . Partial Invalidity. If any Section,
paragraph, sentence, clause or phrase of this Loan Agreement shall
for any reason be held illegal, invalid or unenforceable, such
holding shall not affect the validity of the remaining portions of
this Loan Agreement .
Section 4 . 11 . Governing Law. This Loan Agreement
shall be construed and governed in accordance with the laws of the
State of California.
Section 4 . 12 . Counterparts . This Loan Agreement may
be executed in one or more counterparts, each of which shall
constitute an original .
Section 4 . 13 . Parity of Loans . Each loan made by the
Lenders under this Loan Agreement shall be deemed to have equal
dignity and priority with the other loans made hereunder, and no
Loan, plus interest thereon, made by any Lender shall have any
priority or superior payment position over any other Loan made by
the other Lenders pursuant to this Loan Agreement . In the event
the Loans required by the provisions of this Loan Agreement to be
repaid on or before June 30, 1997, are not so paid, and the
additional Loans pursuant to the provisions of Section 2 . 07 are
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required to be made to the Authority, then commencing on July 1,
1997, and thereafter the provisions of Section 11 of the Joint
Powers Agreement shall determine the principal amounts required to
be loaned by the Lenders to the Authority for the continued funding
of the operations and capital requirements of the Authority.
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IN WITNESS WHEREOF, the San Bernardino International
Airport Authority, the County of San Bernardino, the City of San
Bernardino, the City of Highland, the City of Colton and the City
of Loma Linda have caused this Loan Agreement to be signed by their
respective officers, all as of the day and year first above
written.
SAN BERNARDINO INTERNATIONAL
AIRPORT AUTHORITY
By:
Name :
Title
ATTEST:
By:
Secretary
APPROVED AS TO FORM:
By:
Authority Counsel
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COUNTY OF SAN BERNARDINO
By:
Name :
Title
ATTEST:
By:
APPROVED AS TO FORM:
By:
County Counsel
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CITY OF SAN BERNARDINO
By:
Name :
Title
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City A orney
15 -
CITY OF HIGHLAND
By:
Name :
Title
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
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CITY OF COLTON
By:
Name :
Title
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
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CITY OF LOMA LINDA
By:
Name :
Title
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
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