HomeMy WebLinkAboutReso RDA 33-1982 RESOLUTION NO. 33
A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE
.CITY OF SOUTH S~ FRANCISCO APPROVING AND AUTHORIZING
THE EXECUTION OF A REPAYMENT AGREEMENT FOR THE
GATEWAY REDEVELOPMENT PROJECT AREA
RESOLVED, by the Redevelopment Agency of the City of South San
Francisco, California, that
~IHEREAS, there has been presented to this Agency a form of Repayment
Agreement 2~nong the City of South San Francisco, the Redevelopment Agency of
the City of South San Francisco and Homart DeVelopment Co. Respecting Letter
of Credit and Financing Improvements (the "Repayment Agreement"); and
WHEREAS, this Agency has reviewed the Repayment Agreement and is fully
advised in the premises;
NOW, THEREFORE, IT IS ORDERED AS FOLLOWS:
1. The Repayment Agreement presented to the Agency is hereby approved.
2. The Chairman is hereby authorized to execute and the Secretary is
hereby directed to affix the seal of the Agency and to attest the Repayment
Agreement. ·
3. The Executive Director is here6y authorized and directed to do all
things necessary and proper to implement the above-mentioned agreement.
The foregoing resolution was passed and ~dopted. by the Redevelopment
Agency of the City of South San Francisco at a/~a~e°meeting thereof held on
the_2J)_tt~ day of April , 1982, by the Tollowing vote, to wit:
AYES: Members: Ronald G. Acosta, Mark N. Addiego, Emanuele N. Damonte,
Gus Nicolopulos, and Roberta C. Teglia
NOES: Members: None
ABSENT: Members: None
APPROVED:
~ · ~ha{rman
ATTEST:
Secretary/
Executive Director
EXHIBIT A
IMPROVEMENT DESCRIPTION
GATEWAY ASSESSMENT DISTRICT
A. Opening of Gateway Boulevard between East Grand Avenue and Oyster Point
'Boulevard and the improvement thereof by clearing, grubbing, excavation, grad-
ing, removal of existing trees, shrubs and structures and the construction therein
of base, pavement, curbs, gutters, meandering sidewalks, driveways, street trees,
median islands, surface and subsurface storm drainage facilities, where required,
facilities for channeling, merging, striping and reflective pavement marking,
turning and controlling traffic, where required, in accordance with the require-
ments of the City of South San Francisco, and installation of underground cables,
pipes and electrical conduit and traffic signal systems, where required, landscap-
ing, including sprinkler and irrigation systems, street signs, street monuments~
water mains, valves, tees, fittings, services and hydrants, where required, sanitary
sewer mains, manholes with manhole frames and covers, cleanouts and laterals,
where required, gas transmission and service facilities, where required, under-
ground electrical power distribution and service facilities and underground
communication transmission and service facilities, street lighting facilities, and
bus stops and shelters.
B. Widening of East Grand Avenue between Gateway Boulevard and Forbes Boulevard
and the improvement thereof and of East Grand Avenue between Gateway
-- Boulevard and the Southern Pacific Railroad right-of-way located approximatley
900 feet west of Gateway Boulevard by clearing, grubbing, excavation, grading,
removal of existing trees, shrubs and structures and the resurfacing~ repairing and
reconstruction of street improvements, where required, and the construction of
base, pavement, curbs, gutters, sidewalks~ driveways, traffic striping, reflective
pavement markings, street signs, landscaping, including irrigation and sprinkler
system, where required, surface and subsurface storm drainage facilities, where
required, street lighting facilities at the intersection of East Grand Avenue and
Gateway Boulevard, the modification and improvement of .the intersection of East
Grand Avenue with Forbes Boulevard and with Harbor Way, including the raising
of the existing railroad tracks to meet the new grade and the installation of
traffic signal facilities and railroad crossing protection devices and facilities for
channeling traffic.
C. Improvement of Harbor Way between East Grand Avenue and Mitchell Avenue by
the reconstruction of existing curbs, gutters, sidewalks and driveways, pavement
reconstruction and asphalt resurfacing, striping and reflective pavement marking
and surface and subsurface storm drainage facilities, traffic signs, as required;
and street lighting facilities.
D. Improvement of Forbes Boulevard between East Grand Avenue and the existing
railroad drill track crossing located approximately 1,000 feet northeasterly of
East Grand Avenue by the removal of paving between existing islands as required,
the relocation of street lighting facilities, the construction of new curbs, striping,
markers and other traffic control devices, as required, and landscaping, including
sprinkler and irrigation systems, as required.
--- E. Widening of Oyster Point Boulevard between a point approximately 500 feet
easterly of Gateway Boulevard and Dubuque Avenue and improvement thereof by
the removal of existing curb, gutter and sidewalks, where required, and clearing,
grubbing, excavation and grading and the construction of pavement, curbs,
gutters, sidewalks, median islands, landscaping, including sprinkler and irrigation
systems, where required, traffic signal facilities at the intersection of Gateway
Boulevard and Oyster Point Boulevard, and the modification of the intersection of
Oyster Point Boulevard with Dubuque Boulevard, the installation of railroad
crossing protection devices, traffic signal facilities, curbs, gutters, sidewalks,
street lighting facilities, service relocations, signing~ striping and surface and
subsurface storm drainage facilities, as required, and construction of transition
improvements to conform with the existing portion of Oyster Point Boulevard.
F. Improvement of the existing earth channel located along the westerly side of
Industrial Way, which commences at the intersection of East Grand Avenue and
Industrial Way and extends northeasterly approximately 1,#00 feet, by the
installation of a storm drainage main therein in accordance with the requirements
therefor of the City of South San Francisco, and the construction of storm
drainage mains in (1) East Grand Avenue between Harbor Way and Sylvester
Street, (2) Harbor Way between East Grand Avenue and the existing storm
drainage main located approximately 300 feet southerly of East Grand Avenue and
(3) East Grand Avenue between the intersection of East Grand Avenue and
Industrial Way and the intersection of Sylvester Street with East Grand Avenue.
G. Construction of a storm drainage main, including manholes with manhole frames
-- and covers, catch basins, headwalls and appurtenances, paralleling the existing
storm drainage system commencing at the intersection of East Grand Avenue and
Sylvester Street and extending southerly in Sylvester Street approximately 900
feet to the 5outhern Pacific Railroad right-of-way, thence extending across said
right-of-way and approximately 200 feet southeasterly to the westerly boundary
of the P.G.&E. Transmission line right-of-way, thence southwesterly along the
westerly boundary of said transmission line right-of-way to Colma Creek, and the
restoration and/or reconstruction of said existing storm drainage system, and
surface improvements and landscaping, as required.
H. Improvement of the sanitary sewer facilities in Oyster Point Boulevard between
the intersection of said Boulevard with the Southern Pacific Railroad right-of-way
and a point approximately 500 feet easterly of the intersection of Gateway
Boulevard with Oyster Point Boulevard by replacement of portion of said
facilities, as required, and construction of a pump station with all necessary
controls in the vicinity of Gateway Boulevard and Oyster Point Boulevard,
together with a sanitary sewer force main commencing at said pump station and
extending southwesterly in Gateway Boulevard approximately 700 feet.
I. Construction of facilities for channeling, merging, striping, turning and control-
ling traffic, and traffic signal facilities, where required, at the intersections of
Oyster Point Boulevard, Linden Avenue, East Grand Avenue, Baden Avenue and
Produce Avenue with Airport Boulevard, and at the intersections of Interstate
350, Utah Avenue and Mitchell Avenue with South Airport Boulevard in accor-
dance with the Final Environmental Impact Report for the Gateway Redevelop-
ment Project, Dated 3une 19g I.
--- 3. Undergrounding of existing and new electrical power distribution and service
facilities and communication transmission and services facilities (1) on East Grand
Avenue between Forbes Boulevard and the Southern Pacific Railroad right-of-
way, (2) on Oyster Point Boulevard between a point 500 feet, more or less,
easterly of Gateway Boulevard and the Southern Pacific Railroad right-or-way
and (3) on Industrial Way between East Grand Avenue and Oyster Point Boulevard.
K. Widening of Produce Avenue to two southbound lanes between Colma Creek and
Highway 101 on-ramp and improvement thereof by removal of existing curb,
gutter and sidewalks, where required, and clearing, grubbing, excavation and
grading and construction of pavement, curbs, gutters, sidewalks and striping and
reflective pavement marking as required.
L. Acquisition of all lands, easements and rights-of-way and all auxiliary work
necessary to complete said improvements.
THE GATEWAY
EXHIBIT B
ENGINEERS ESTIMATE OF CONSTRUCTION COSTS
A. Gateway Boulevard $ 2,963,038
B. East Grand Avenue 1 ~#$2~865
C. Harbor Way #0,i15
D. Forbes Boulevard 50,236
E. Oyster Point Boulevard 1,067,720
F. Industrial Way Channel 588,210
G. Off-Site Storm Drain 589~570
H. Sanitary Sewer 336,240
J I. Off-Site Intersection Improvements 200 ~ 000
3. Underground Utilities 1 ~ 800 ~ 000
K. Produce Avenue 65~000
L. Right-of-Way Acquisition 40,000
SUBTOTAL $ 9,222,99t~
Plus Engineering Fees 1,160~000
Plus 1096 Inflation Factor 922 ~ 300
Plus 15% Contingency 1,383,450
TOTAL $12 , 688,7t~t~
THE GATEWAY
EXHIBIT C
BREAKDOWN OF PROPORTIONATE SHARES
AGENCY HOMART
IMPROVEMENT DESCRIPTION SHARE SHARE
A. Streets
1. East Grand Avenue - Gateway to R.R. #1.596 38.396
2. East Grand Avenue/Gateway Signal 5#.0% #6.0%
3. East Grand Avenue - Gateway to Forbes 50.0% 50.096
4. East Grand Avenue - Streetscaping 30.0% 50.0%
5. Harbor Way - E.G. to S.P.R.R. 68.096 32.096
6. Forbes Boulevard 40.0% 60.0%
7. Oyster Point Blvd. - R.R. to 500t
E/Gateway 50.0% 50.0%
8. Oyster Point Blvd./Gateway Signal 50.0% 50.0%
9. Gateway Boulevard 0.0% 100.0%
10. Gateway Boulevard Streetscaping 0.0% 100.0%
11. Oyster Point Blvd. Streetscaping 50.0% 50.0%
12. Oyster Point/Dubuque Blvd.
Intersection/R.R 40.0% 60.0%
13. Produce Avenue 69.0% 31.0%
B. Storm Drains
1. Industrial Way Channel 100% 0%
2. East Grand Avenue Drain - Harbor to
Gateway 100% 0%
3. East Grand Avenue Drain - Gateway to
Sylvester 0% 100%
4. East Grand Avenue - Industrial to
Sylvester 100% 0%
5. East Grand Avenue to Colma Creek 55% 45%
C. Sanitary Sewers
1. Oyster Point Boulevard Frontage 100% 0%
D. Underground Existing, Overhead Utilities 25% 75%
E. Miscellaneous Off-Site Traffic, Channelization 69% 31%
Oyster Point/Airport - Linden/Airport
Baden/Airport - E. Grand/Airport
Produce/Airport - I380]S. Airport
Utah/S. Airport - Mitchell/S. Airport
NOTE: The proportionate shares as indicated above are based on the criteria described in
Exhibit B-4 of the OPA. The shares may be amended by mutual agreement to
reflect changes in the improvements which affect the criteria used to establish the
proportionate shares.
ESCROW DEPOSIT AND PLEDGE AGREEMENT
THIS ESCROW DEPOSIT AND PLEDGE AGREEMENT ("Agreement")
is entered into as of the day of , 1982, by
and among HOMART DEVELOPMENT CO., a corporation ("Pledgor"), the
City of South San Francisco, a municipal corporation ("Pledgee"),
and the BANK OF AMERICA, NATIONAL TRUST & SAVINGS ASSOCIATION
("Escrow Holder").
RECITALS
WHEREAS, concurrently with the execution hereof,
Pledgor, Pledgee and The Redevelopment Agency of South San
Francisco (the "Agency") are entering into that certain Sub-
division Improvements Agreement for the Gateway Center (the
"Subdivision Agreement"), wherein Pledgor is agreeing to con-
struct and install those certain public improvements described
in the Subdivision Agreement (the "Improvements") in and
upon the real property described in the Subdivision Agreement;
and
WHEREAS, the cost of the Improvements, including
plans and specifications therefor, is estimated in the Sub-
division Agreement to be $12,688,744; and
WHEREAS, Pledgor is required under paragraph 10 of
the Subdivision Agreement to furnish an acceptable escrow
deposit and pledge agreement in an amount equal to at'least one
Disk No. 5559-1 (A01)
Dated: May 19, 1982
EXHIBIT D
hundred percent (100%) of the cost of construction and comple-
tion of said Improvements,· including completion of the plans
and specifications therefor, subject to partial release and
exoneration as provided in the Subdivision Agreement, as
security for the faithful performance by Pledgor of its
obligations under the Subdivision Agreement; and
WHEREAS, Pledgor and Pledgee desire that Escrow
Holder hold the Pledged Assets, as hereinafter defined, upon
the terms and conditions herein contained, and Escrow Holder
is willing to so act;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. Purpose. ~
This Agreement is being executed and delivered, and
deposit of the Pledged Assets, as hereinafter defined, is being
made, for the purpose of securing the faithful performance by
Pledgor of its obligations under the Subdivision Agreement in
accordance with section 66499 of the California Government Code.
2. Pledge and Delivery.
Contemporaneously with the execution of this Agree-
ment, Pledgor shall assign and pledge to Pledgee, as security
for the faithful performance by Pledgor of its obligations
under the Subdivision Agreement, all of the assets described
in Exhibit A attached hereto ("Pledged Assets"). Pledgor
and Pledgee agree that the Pledged Assets have a value of
$12,688,744 as of the date of this Agreement. Within three (3)
business days following the execution of this Agreement, Pledgor
shall deliver to Escrow Holder any and all certificates or
other instruments evidencing such Pledged Assets, all of
which shall be duly endorsed for transfer as necessary, or
accompanied by separate irrevocable assignments or stock powers
duly executed in blank, if necessary. Any and all additions to
or substitutions of other assets for the Pledged Assets, made
pursuant to Paragraph 5 of this Agreement, shall be held by
the Escrow Holder in the same manner as the Pledged Assets
delivered to Escrow Holder under this Paragraph 1.
3. Income, Interest, Dividends and Voting Rights.
During the term of this Agreement and so long as
Pledgor is not in default in the performance of any of its
obligations under this Agreement or the Subdivision Agreement,
Pledgor shall, except as otherwise provided herein, retain
all incidents of ownership of the Pledged Assets, and shall
have the right to receive any and all income, interest, dividends
or other amounts received in respect of the Pledged Assets and
shall have any and all voting and other rights relating to the
Pledged Assets.
4. Representations by Pledgor.
Pledgor represents and warrants that it has good
and marketable title to the Pledged Assets (including any
assets substituted therefor under Paragraph 5 hereof) free and
clear of any encumbrance of any type or character whatsoever
and that, except as required by applicable federal and state
securities laws, there are no restrictions upon the transfer of
any of the Pledged Assets and that Pledgor has the right to
transfer the Pledged Assets, and that if any of the Pledged
Assets are sold pursuant to the provisions of this Agreement,
the purchasers of the Pledged Assets shall take title free and
clear of any claims by Pledgor or anyone claiming through or
under Pledgor. Pledgor further warrants and represents that
delivery of the Pledged Assets (including any assets substi-
tuted therefor under Paragraph 5 hereof) to Escrow Holder
shall create in Pledgee a perfected security interest in the
Pledged Assets.
5. Substitutions.
At any time, and from time to time prior to the
occurrence of an Event of Default during the term of this Agree-
ment, Pledgor shall have the right to substitute, in lieu of all
or any part of the Pledged Assets, other assets equal in quality
and at least equal in value to the assets described in Exhibit A
(or such lesser value as permitted by paragraph 6 hereof) and
within the criteria set forth in Exhibit A-l, which substi-
tuted assets shall continue to be held by the Escrow Holder as
Pledged Assets. Additionally, at any time, and from time to
time during the term of this Agreement, Pledgor shall have the
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right to substitute, in lieu of all or any part of the Pledged
Assets, a surety bond or bonds or a letter of credit, or
combinations of the above, in an aggregate amount of up to
$12,688,744 or such lesser amount as permitted by paragraph 6
hereof.
6. Exoneration.
If and to the extent that the Gateway Assessment
District, as defined in the Subdivision Agreement, undertakes
to finance and construct the Improvements, Pledgor's obligation
under Paragraph 2 hereof to pledge assets valued at $12,688,744
to Pledgee shall be released and exonerated to the extent of
eighty-five percent (85%) of said $12,688,744 from and after
the date upon which the contract is let for the construction of
-- the Improvements by the Gateway Assessment District and the
contractor posts statutory payment and performance bonds, and
Escrow Holder shall immediately thereafter return to Pledgor
all certificates or other instruments evidencing those Pledged
Assets designated by Pledgor having a value equal to $10,785,432,
together with any separate irrevocable assignments or stock
powers previously delivered to Escrow Holder corresponding to
such Pledged Assets.
7. Events of Default.
The happening of any of the following shall constitute
an event of default ("Event of Default") under this Agreement:
(a) Failure by Pledgor to observe and perform any
covenant or condition in this Agreement or the Subdivision
Agreement on the part of Pledgor to be observed or performed,
for a period of ten (10) days following the da~e on which
written notice specifying such failure is given to Pledgor by
Pledgee, unless Pledgor and Pledgee shall agree in writing to
extension of such time prior to its expiration, which exten-
sion shall not be unreasonably withheld if corrective action has
has been initiated and is being diligently pursued by Pledgor; or
(b) Pledgor's selling, assigning, creating a security
interest (other than a subordinated security interest) in, or
transferring its right, title and interest in or to its right
of possession of the Pledged Assets or any part thereof except
in compliance with this Agreement.
8. Remedies upon Event of Default.
Upon the occurrence of an Event of Default, Pledgee
shall, within five (5) days of the date of such Event of
Default, deliver to Escrow Holder a written notice specifying
the Event of Default, and Escrow Holder shall, within five (5)
days of its receipt of such notice, release all certificates
and other instruments evidencing all of the Pledged Assets,
to Pledgee, together with any separate irrevocable assignments
or stock powers previously delivered to Escrow Holder. Pledgee
may, at its option, and subject to the express provisions of
this Agreement, exercise any or all of the applicable rights
'6--
and remedies to which a secured party is entitled in the event
of and after default under the provisions of Division 9 of the
California Commercial Code, as amended, supplemented and/or
superseded, in whole or in part, by statutory provisions of the
State of California all as in effect at the time of such
default; provided, however, that Pledgee shall be permitted to
retain only so much of the Pledged Assets and/or proceeds from
any sale of such Pledged Assets, as equals the then-remaining
cost of completion of the Improvements under the Subdivision
Agreement plus an amount equal to the reasonable costs and
expenses, including reasonable attorneys' fees, if any, in-
curred by Pledgee in enforcing this Agreement, and the remain-
ing Pledged Assets and/or proceeds thereof shall be promptly
returned to Pledgor. The parties agree that Escrow Holder's
possession of the Pledged Assets as provided herein is suffi-
cient to perfect Pledgee's security interest in the Pledged
Assets pursuant to section 9305 of the California Commercial
Code. Pledgor hereby waives its right of redemption under
section 9506 of the California Commercial Code.
9. Liability of Escrow Holder.
The duties of the Escrow Holder are limited to those
herein specifically provided and are ministerial in nature.
Escrow Holder shall incur no liability whatsoever except by
reason of its willful misconduct or negligence. Escrow Holder
shall be under no obligation in respect of the Pledged Assets
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other than faithfully to follow the instructions herein
contained or delivered to Escrow Holder in accordance with this
Agreement. Escrow Holder may consult with counsel and shall be
fully protected in any action taken in good faith in accordance
with the advice of such counsel. Escrow Holder shall not be
required to institute legal proceedings of any kind and shall
have no responsibility for the genuineness or validity of
any document or other item deposited with it, and it shall be
fully protected in acting in accordance with this Agreement
upon any written instructions given to it and believed by it to
have been duly executed by Pledgor or Pledgee, as the case may
be, in accordance herewith.
10. Compensation of Escrow Holder.
Pledgor agrees to pay Escrow Holder reasonable
compensation for its services hereunder for so long as the
Escrow Holder holds all or any portion of the Pledged Assets.
Pledgor also agrees to reimburse Escrow Holder for all extra-
ordinary expenses, disbursements and advances reasonably
incurred or made by the Escrow Holder in the performance of its
duties hereunder (including reasonable attorneys' fees, ex-
penses and disbursements of its counsel).
11. Resignation of Escrow Holder.
Escrow Holder, or any successor to it hereafter
appointed, may at any time resign by giving notice in writing
to Pledgor and Pledgee and, upon the appointment of a successor
--8-
Escrow Holder as hereinafter provided, shall be discharged
from any further duties hereunder. In the event of such
resignation, a successor Escrow Holder, which shall be a bank
or trust company organized under the laws of the United States
of America, shall be appointed by Pledgor and Pledgee. Any
such successor Escrow Holder shall deliver to Pledgor and
Pledgee a written instrument accepting such appointment here-
under, and thereupon it shall succeed to all of the unaccrued
rights and duties of the Escrow Holder hereunder and shall be
entitled to receive all of the then remaining Pledged Assets.
12. Termination.
This Agreement shall terminate upon the first to
occur of the following events:
(a) Written termination instructions to Escrow
Holder from Pledgee;
(b) Written notice from Pledgor and Pledgee to Escrow
Holder of the substitution by Pledgor, in lieu of all of the
Pledged Assets, of a surety bond or bonds or a letter of credit,
or combinations of the above, in an aggregate amount equal to
$12,688,744 or such lesser amount as permitted by paragraph 6
hereof; or
(c) Written notice from Pledgee to the Escrow Holder
of the satisfaction of each and every obligation of Pledgor
under the Subdivision Agreement.
Upon termination of this Agreement, Escrow Holder shall return
all certificates or other instruments evidencing the Pledged
'9--
Assets then held by Escrow Holder to Pledgor, together with any
separate irrevocable assignments or stock powers previously
delivered to Escrow Holder corresponding to such Pledged
Assets.
13. Successors and Assigns.
Except as otherwise expressly provided in this
Agreement, all rights and obligations hereunder shall inure to
the benefit of and shall be binding upon the heirs, executors,
administrators, successors and assigns of the parties hereto.
14. Governing Law.
This Agreement shall be governed by and construed
in accordance with the laws of the State of California.
15. Severability.
If any portion.of this Agreement is determined to
be invalid or unenforceable, the remainder shall be valid and
enforceable to the maximum extent permitted by law.
16. Entire Agreement.
This Agreement contains all of the terms and condi-
tions agreed upon by the parties relating to the subject
matter of this Agreement and supersedes any and all prior or
contemporaneous agreements, negotiations, correspondence,
understandings and communications of the parties, whether oral
or written, regarding that subject matter.
17. Cost of Enforcement.
Subject to the provisions of Paragraph 8 hereof, if
Pledgor or Pledgee seeks to enforce its rights under this
Agreement by legal proceedings or otherwise, the non-prevailing
party shall pay all costs and expenses incurred by the prevail-
ing party, including, without limitation, attorneys' fees.
18. Notices.
Any notices or other communications required or
permitted to be given hereunder shall be in writing and may
be given by personal delivery or by depositing the same in
prepaid registered or certified form in the United States mail
addressed as follows:
If to Pledgor: Homart Development Co.
The Xerox Center Suite 3100
55 West Monroe
Chicago, Illinois 60603
Attention: John Schippel
With a copy to: Homart Development Co. 480 Industrial Way
South San Francisco, CA 94080
Attention: John Aguilar
If to Pledgee: City Clerk
City Hall, P.O.Box 711
South San Francisco, CA 94080
If to Escrow Holder:
or to such other address as either party may communicate to
the other by like notice. Any notice given by mail as aforesaid
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shall be deemed given two (2) days after the date of depositing
the same in the United States mail.
19. Headings.
The headings used in this Agreement are for conven-
ience only and the words contained therein shall not be held
to expand, modify or aid in the interpretation, construction
or meaning of this Agreement.
20.- Amendment.
This Agreement may only be amended by a written
instrument signed by each of the parties hereto. This
Agreement is entered into pursuant to the terms and conditions
of the Subdivision Agreement.
IN WITNESS WHEREOF, the parties hereto have executed
this Agreement as of the day and year first written above.
HOMART DEVELOPMENT CO., a
corporation
By:
Its:
THE CITY OF SOUTH SAN FRANCISCO,
a municipal corporation
By:
Its:
BANK OF AMERICA, NATIONAL TRUST &
SAVINGS ASSOCIATION
By:
Its:
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LIST OF ACCEPTABLE SECURITIES FOR INVESTMENT*
Agency. Notes
**Bankers Acceptances
Bond Anticipation Notes
**Canadian Treasury Notes
**Certificates of Deposit
**Commercial Paper
**Eurodollar Certificates of Deposit
Project Notes
Repurchase Agreements
Tax Anticipation Notes
Tax and Revenue Anticipation Notes
**Time Deposits
U.S. Treasury Notes
**Yankee Certificates of Deposit
* See Attachment -~- Glossary of Acceptable Securities of
Investment
** See Attachment - - Acceptable Financial Institutions
EXHIBIT A-1
TO .
ESCROW DEPOSIT AND PLEDGE AGREEMENT~
GLOSSARY oF ACCEPTABLE SECURITIES'
Agency Notes Short-term securities issued by agencies
of the Federal government. Examples of
such agencies are the Farm Credit Bank,
Federal Home Loan Bank, and the Federal
National Mortgage Association (Fannie
Mae).
Bankers Acceptance A collateralized note backed by a
(BA) receipt for goods. Usually issued by
two banks, in the event of a default the
holder can claim the goods. !.~mitedto a
maximum of $3,000,000.
Bond Anticipation Short-term obligations of a municipal
Notes -- (BANS) entity (state, county or local munici-
pality) ~hich are to be repaid through
the proceeds of an anticipated bond
issue. California public entities only.
Certificate of Deposit A negotiable security issued as evidence
(CD) " of a deposit with a financial institu-
- tion. Only the first $100,000 is
-- ~ insured by the government in the event
of liquidation; the remaining portion
.... has a primary claim on the assets on par
with other primary claims.
Commercial Paper (G?) A short-term promissary note of a cor-
porate entity. Commercial paper is usu-
ally uncollateralized; however, some are
issued with the backing of an irrevoc- -
able letter of credit.
Eurodollar Certifi- The dollar-denominated .certificate of
cate of Deposit 'deposit of a financial institution not
located in the U.S. and therefore not
subject to the Federal Reserve Board's
reserve requirements. It should be
noted that these may be affiliates of
.. U.S. banks such as Continental Illinois,
%. London, Ltd., or they may be foreign
" banks that accept dollar deposits.'.
- 2 -
Project Notes Short-term tax-exempt securities issued
by a municipality and guaranteed by the
Department.of Housing and Urban Develop-
ment. · ..
Repurchase Agreements The collateralized loan made by an
(Repo) institution who promises to repurchase
the collateral (i.e., repay the loan) at
maturity. Repos can be collateraltzed
by U.S. government securities, other
securities, commodities, etc. "
Tax Anticipation Notes Short-term tax-exempt obligations of a
(TANS) municipal entity (state, county or muni-
cipality) that will be repaid antici-
pated tax receipts. California public entitiesonly.
Tax and Revenue Short-term tax-exempt obligations of a
Anticipation Notes municipal entity that will'be repaid
(TRANS) through anticipated taxes, and/or reven-
ues. California public entitiescnly.
Time Deposits' Non-negotiable deposits that are of a
fixed maturity.
Yankee ~ertificate Certificates of Deposits issued by U.S.
of Deposit affiliates of non-U.S, banks.
ACCEPTABLE FINANCIAL INSTITUTIONS FOR INVESTMENT
United States:
Bank of America
Citibank
Chase Manhattan Bank
Manufacturers Hanover Trust
Morgan Guaranty Trust
Chemical Bank
Continental Illinois
Bankers Trust
First National Bank of Chicago
Security Pacific National Bank
Wells Fargo Bank
Crocker National Bank
First Interstate Bank of California
Mellon Bank
Seattle First National Bank
Republic National Bank, Dallas
Harris Trust Company
Texas Commerce Bank
Narthern Trust
Rainier National Bank
-- ' Pittsburgh National Bank
Ameritrust
First National Bank of Boston '
U.S. National Bank of Portland
Northwest Bancorp
First International Bancorp
First Bank System
First City Bancorp
National Detroit
Bank of New York
European American Bank
North Carolina National Bank
Union Bank
Philadelphia National Bank
Southeast Banking Corp
Valley National Bank of Arizona
Detroit Bank Corp .
Waehovia Corp
National City Corp ..
Mercantile Texas Corp
Note
The institutions 'listed are taken from the fifty largest U.S.
banks by assets. Only those U.S. banking institutions listed a~ having
California offices are accepeahle institutions.
France:
Banque National de Paris
Credit Agricole Mutuel ..
Credit Lyonnais
Socie%e Generale
Germany:
Deutsche Bank "
Dresdner Ban~
Westdeutsche Landesbank
Commerzbank
Bayerische Landesbank
Bayerische Vereinsbank
Bayerische Hypotheken und Wechsel Bank
Great Britain:
National Westminister Bank
Barclays Bank
Midland Bank
Lloyds Bank
Japan:
Dai-Ichi Kangyo Bank
Norinchukin Bank
Fuji Bank ~.
Sumitomo Bank
Mitsubishi Bank
Sanwa Bank
Industrial Bank of Japan
· Long-Term Credit Bank of Japan
Tokai Bank
Bank of Tokyo
Mitsui Bank
The Netherlands:
Rabobank Nederland
Alegmene Bank Nederland
Amsterdam-Rotterdam Bank
Canada-.
Royal Bank of Canada
Canadian Imperial Bank ...
Bank of Montreal
Bank of Nova Scotia
Toronto Dominion Bank
Switzerland:
Swiss Bank Cor~
Union Bank of Switzerland
Credit Suisse
Belgium:
Societe Generale de Bangue
~ong Kong:
~ongkong and Shanghai Banking Corp.
Note
The financial institutions on this list are taken from the fifty
largest non-U.S, banks by assets, except for the Bank of Nova
Scotia and Toront9 Dominion Bank. Only those foreign bankimg
institutions listed above having California offices are acceptable
institutions.
-- 6 -- '
LE6END
SUBDIVISION PERIMETER
SEWER PUMP STATION WIL$
1035 EAST
FOSTER CIT'
EXHIBIT "E"
HAP SHOWING SUBDIVISION
THE GATEWAY CENTE
81
In {he CI{y o~ South Sen Fr
BEINO A SUBDIVISION OF PARCEL 3 OF THE
OF HOMART OEVELOPMENT COMPANY AS SHOWN
CER~AXN PARCEL MAPmM S,-19S) RECOROED IN
OF PARCEL MAPS A~ PA~ES ~S ANO le OF THE
RECORDS OF ~HE COUNTY OF SAN MATEO
S~ATE OF CALIFORNIA
MAY 24, 1982
WILSEY & HAH
1035 EAST HILLSDALE BOULEVARD
FOSTER CITY, CALIFORNIA 94404
[415) 349-2151
EXHIBIT "E"
MAP SHOWING SUBDIVISION DEDICATIONS
THE GATEWAY CENTER
In the CIt, or South San Francleco ~ ~)I T~ ~
BEING A SUBDIVISION OF PARCEL 3 OF THE LANDS
OF HOMART DEVELOPffIENT COHPANY AS SHO~fl ON THAT
CERTAIN PARCEL MAP(PM 81-195) RECORDED IN BOOK 52 ,.:.-. r~ ~
OF PARCEL HAPS AT PAGES ~8 AND 19 OF THE OFFICIAL
.~co.os o~ ~.~ cou.r~ o~ sAN MA~O. WILSEY & HAZY1
STATE OF CALiFORNiA
MAY 24, i982
SHEET 1 OF 1