HomeMy WebLinkAboutSuccessor Reso 11-2013RESOLUTION NO. 11-2013
RESOLUTION OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF
THE CITY OF SOUTH SAN FRANCISCO
APPROVING A LOAN AGREEMENT IN THE AMOUNT OF $8,546.00 WITH THE CITY OF
SOUTH SAN FRANCISCO TO ALLOW THE SUCCESSOR AGENCY TO THE
REDEVELOPMENT AGENCY OF THE CITY OF SOUTH SAN FRANCISCO TO MAKE A
NON-HOUSING RECOGNIZED OBLIGATION PAYMENT FOR EXPENSES THAT
EXCEEDED WHAT WAS SHOWN ON ROPE III
WHEREAS, pursuant to Health and Safety Code Section 34177(1), before each six-month
fiscal period, the Successor Agency to a dissolved Redevelopment Agency is required to adopt a
draft Recognized Obligation Payment Schedule ("ROPS") that lists all of the obligations that are
"enforceable obligations" within the meaning of Health and Safety Code Section 34177; and
WHEREAS, each ROPE must be approved by the Oversight Board for the Successor
Agency to the Redevelopment Agency of the City of South San Francisco ("Successor Agency")
and by the State Department of Finance (DOF) in order for payment of listed obligations to be
made; and
WHEREAS, the timing and size of payment of an item identified and approved as an
enforceable obligation on ROPS III did not coincide with the amount and pay l-nent date listed on
that BOPS; and
WHEREAS, timely payment of enforceable obligations of the Successor Agency was
deemed essential and could not await approval of a BOPS submitted for the next six-month fiscal
period; and
WHEREAS, the Successor Agency had no other source of funding to make this payment
for the enforceable obligation on its own; and
WHEREAS, the City of South San Francisco ("City") therefore advanced, or is willing to
advance, funds for the payment of said enforceable obligation; and
WHEREAS, Health and Safety Code Section 34173(b) authorizes loans between the City
and the Successor Agency for the purpose of funding enforceable obligations for which there are
insufficient funds in the Real Property Tax Trust Fund (RPTTF); and
WHEREAS, Health and Safety Code Section 34173(h) further provides that a new
enforceable obligation shall be created for the repayment of each such loan, provided that the
receipt and use of the loan funds is reflected on a BOPS approved by the Oversight Board for the
Successor Agency and submitted to the State Department of Finance for its review and approval;
and
WHEREAS, pursuant to Health and Safety Code Section 34180(h) the Oversight Board
may approve a request by the Successor Agency to enter into an agreement with the City; and
WHEREAS, City and Successor Agency staff have negotiated a loan agreement covering
the enforceable obligation for which there are insufficient funds available for timely payment by
the Successor Agency; and
WHERE-AS, funds are available to be loaned by the City for such purpose, and the loan
agreement does not violate the City's debt limit under the California Constitution.
NOW, THEREFORE, the Successor Agency to the fon-ner Redevelopment Agency of
the City of South San Francisco does hereby resolve as follows:
1. The Recitals set forth above are true and correct, and are incorporated herein by
reference.
2. The loan agreement, substantially in the form attached hereto, is hereby approved, and
the Executive Director or his designee is hereby authorized to execute it on behalf of the
Successor Agency and to take such other and further action as necessary and appropriate to
implement the intent of this Resolution.
3. The loan agreement, which along with the supporting calculations and references to prior
ROTS is attached to this Resolution and hereby incorporated herein, is for $8,546.00 to f-bnd
several former Redevelopment Agency enforceable obligations shown on ROTS V but which were
incurred during the time period for RODS 111 and exceeded the amount approved on ROTS 111.
4, The Successor Agency consents to the inclusion of this loan, agreement on the next
RODS, and its submission, along with such supporting documentation and other information as
necessary and appropriate, to the Oversight Board, the State Department of Finance and other
applicable agencies.
M
I hereby certify that the foregoing Resolution was regularly introduced and adopted by the
Successor Agency of the City of South San Francisco Redevelopment Agency at a meeting held on
the I I Ih day of September, 2013 by the following vote:
AYES: Boardmembers Mark N. Addiego, Richard A. Garbarino.-and
Pradeep Gppta, Vice Chairwoman K Matsumoto and
Chain-nan Pedro Gonzalez.
NOES: None,
ABSTAIN: None.
ATTEST:
Deputy City Clerk
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LOAN AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND THE
SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SOUTH
61F.1 05 99 13 1 0"Wel
This Loan Agreement (Agreement) is entered into as of September 17, 2013 ("Effective
Date"), by and between the City of South San Francisco, a municipal corporation ("City") and the
Successor Agency to the Redevelopment Agency of the City of South San Francisco, a public
entity ("Successor Agency"). City and the Successor Agency are hereinafter collectively referred
to as the "Parties".
RECITALS
WHEREAS, the Redevelopment Agency of the City of South San Francisco ("Redevelopment
Agency") was established wider the provisions of the Community Redevelopment Law (California
Health and Safety Code § 33000 et seq.) ("CRL"); and
WHEREAS, effective June 30, 2011, the Governor signed into law ABx 126 which automatically
suspended redevelopment activities, and on December 29, 2011, the California State Supreme
Court upheld the provisions of ABx1 26, thereby dissolving all redevelopment agencies on
February 1, 2012; and
WHEREAS, ABx 126 was modified by AB 1484, effective as of July 27, 2012, which together
with ABxI 26 is referred to herein as the "Dissolution Law"; and
WHEREAS, as a result of the dissolution of the former Redevelopment Agency, the Successor
Agency is now administering the daily operations of the former Redevelopment Agency; and
WHEREAS, Health and Safety Code § 34171 (d)(1)(E) provides that any legally binding and
enforceable contract that is not otherwise void as violating the debt limit or public policy
constitutes an enforceable obligation authorized for payment from the Real Property Tax Trust
Fund ("RPTTF") established pursuant to the Dissolution Law; and
WHEREAS, Health and Safety Code § 341,71 (d)(1)(F) provides that contracts or agreements
necessmy for the administration or operation of a successor agency constitute enforceable
obligations authorized for payment from the RPTTF; and
WHEREAS, enforceable obligations must be listed on a Recognized Obligation Payment
Schedule ("ROPS") and approved for payment by a successor agency's oversight board and the
California Department of Finance ("DOF") in order for funds to be received therefore; and
WHEREAS, several enforceable obligation pursuant to Health and Safety Code §§ 34171(d)(1)
(E) and 34171 (d)(1)(F) were listed on the ROPE for the period January -June 2013 ("ROPS Ill") as
line items 14, 15, 59, and 60 as shown below, in the total amount of $106,500, and which cost a
total of $115,045.96, as shown below:
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and
WHEREAS, accordingly, the City advanced funds for the payment of the Non-Housing
Obligation upon the Successor Agency's receipt of invoices therefore-, and
WHEREAS, at present there are insufficient funds in the RPTTF to permit repayment of the Non-
Housing Obligation by the Successor Agency; and
WHEREAS, Health and Safety Code § 34173(h) authorizes a loan between a city and the
successor agency to the city's redevelopment agency for the purpose of funding enforceable
obligations for which there are insufficient funds in the RPTTF; and
WHEREAS, Health and Safety Code § 34173(h) further provides that a new enforceable
obligation shall be created for the repayment of such a loan, provided that the receipt and use of the
loan funds is reflected on a ROPS approved by the oversight board for the successor agency and
submitted to the DOF for its review and approval; and
WHEREAS, pursuant to Health and Safety Code § 34180(h), an oversight board may approve a
request by a successor agency to enter into an agreement with a city; and
WHEREAS, the City and Successor Agency wish to enter into a loan agreement in the principal
amount of Eight Thousand Five Hundred Forty Six Dollars and no Cents ($8,546.00) for the
put-pose of enabling the Successor Agency to pay the Non-Housing Obligation; and
WHEREAS, on September 11, 2013 the Successor Agency and the City each approved the Loan
and authorized the execution of this Agreement, pursuant to Resolution No. and Resolution
No. respectively; and
WHEREAS, on September 17, 2013, the Oversight Board for the Successor Agency approved the
Successor Agency's request to enter into this Agreement, pursuant to Resolution No.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which
are, hereby acknowledged, the Parties to this Agreement agree as follows:
9
Actual Costs
Amount of Loan
Row on ROPS
Project Name/Debt
Description/ Project
Amount Shown
Incurred During
Agreement
III
Cbli gation
Payee
. .
...... Scope
on ROPS III
ROPS Ii[
grounded)
Row 14 (now
Bond Amin/Disclosure
Bank of New
Costs to administer
JRow..jg
Costs TABS
York/Wildan
bonds
........................ . .......
$5,000,00
$7,625.00
$2,625
Row 15 (now
Bond Amin/Disclosjre
Bank of New
Costs to administer
Row 11)
Costs Hsg Bonds
York/Wildan
bonds
$2,500.00
$4,108.11
Rehab, repair,
Row 59 (now
Maintenance of Non-
Various
maintenance &
Row 45)
Hs g Properties
Contractors
utilities
$45,000.00
$48,343.06
$3,343
Row 60 (now
Maintenance of Non-
Legal/Staff
Soft project
Row 46)
Hs g Properties
Costs --management
costs
$54,000.00
1 $54,969.79
$970
Totals
$106,500.00
� $115,045.96]
$8,546
and
WHEREAS, accordingly, the City advanced funds for the payment of the Non-Housing
Obligation upon the Successor Agency's receipt of invoices therefore-, and
WHEREAS, at present there are insufficient funds in the RPTTF to permit repayment of the Non-
Housing Obligation by the Successor Agency; and
WHEREAS, Health and Safety Code § 34173(h) authorizes a loan between a city and the
successor agency to the city's redevelopment agency for the purpose of funding enforceable
obligations for which there are insufficient funds in the RPTTF; and
WHEREAS, Health and Safety Code § 34173(h) further provides that a new enforceable
obligation shall be created for the repayment of such a loan, provided that the receipt and use of the
loan funds is reflected on a ROPS approved by the oversight board for the successor agency and
submitted to the DOF for its review and approval; and
WHEREAS, pursuant to Health and Safety Code § 34180(h), an oversight board may approve a
request by a successor agency to enter into an agreement with a city; and
WHEREAS, the City and Successor Agency wish to enter into a loan agreement in the principal
amount of Eight Thousand Five Hundred Forty Six Dollars and no Cents ($8,546.00) for the
put-pose of enabling the Successor Agency to pay the Non-Housing Obligation; and
WHEREAS, on September 11, 2013 the Successor Agency and the City each approved the Loan
and authorized the execution of this Agreement, pursuant to Resolution No. and Resolution
No. respectively; and
WHEREAS, on September 17, 2013, the Oversight Board for the Successor Agency approved the
Successor Agency's request to enter into this Agreement, pursuant to Resolution No.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which
are, hereby acknowledged, the Parties to this Agreement agree as follows:
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NUM =--
I X41.1 19 0 # a NAIR
1.1 Loan.
(a) Loan Amount. City agrees to lend to Successor Agency, and Successor Agency
agrees to borrow from and repay to City, a Loan in the principal amount of not to
exceed Eight Thousand Five Hundred Forty Six Dollars and No Cents (8,546.00).
(b) Maturity ate. The total outstanding Loan principal is due and payable by March 31,
2014.
1,2 Prepayment. Successor Agency may prepay the Loan, in whole or in part, at any time,
without penalty or other charge,
13 Pap-ien . The outstanding principal of the Loan is due and payable on the Maturity Date.
1.4 Security for the Loan. As security for the repayment of the Low-I, the Successor Agency
hereby pledges certain Unrestricted Revenues (defined below) ("Pledged Revenues") that are
received, accrued or held by the Successor Agency and are provided within or attributable to fiscal
year 2012-13, and the principal of the Loan constitutes a first lien and charge on the Pledged
Revenues, and is payable from the first moneys received by the Successor Agency from the
Pledged Revenues.
The term "Unrestricted Revenues" means property taxes assessed and levied by San Mateo County
on behalf of the Successor Agency allocated to the Successor Agency in accordance with the
Dissolution Law, together with any other income, revenue, cash receipts and any other moneys of
the Successor Agency lawfully available for repayment of the Loan.
ARTICLE 2
DISBURSEMENT AND ACCOUNTING; USE OF FUNDS
2,1 Disbursement. Loan proceeds may be disbursed to the Successor Agency in accordance
with this Agreement upon approval of drawdown requests executed by the City Finance Director.
2.2 Use of Loan Proceeds. Successor Agency may use proceeds of the Loan exclusively for
meeting the Non-Housing Obligation as described herein.
ARTICLE 3
REPRESENTATIONS AND WARRANTIES
3.1 Authority. Successor Agency warrants that it has authority, and has completed (or will
complete, as applicable) all proceedings and obtain all approvals necessary to execute, deliver, and
perform under this Agreement and the transactions contemplated thereby.
3.2 Valid and Binding Obligations. Successor Agency warrants that, when duly executed by
the Successor Agency, this Agreement shall constitute the legal, valid and binding obligations of
Successor Agency enforceable in accordance with their respective terms. Successor Agency
hereby waives any defense to the enforcement of the terms of this Agreement related to alleged
invalidity of any provisions or conditions contained in this Agreement.
3.3 No Adverse Action. Successor Agency warrants that there is no action, suit or proceeding
pending or threatened against it which might adversely affect the Successor Agency with respect to
this Agreement.
0
ARTICLE 4
SUCCESSOR AGENCY COVENANTS
4.1 Notification. Until the Loan is repaid in full, Successor Agency covenants that it will
promptly notify City in writing of the occurrence of any event that might materially and adversely
affect its ability to perform its obligations under this Agreement, or that constitutes, or with the
giving of notice or passage of time or both would constitute, an Event of Default under this
Agreement.
4.2 Le I -Lipliance, Successor Agency covenants that this Agreement does not violate the
Constitutional debt limitation for municipal governments set forth in Article XVI, Section 18 of the
California Constitution.
ARTICLE 5
INDEMNITY REQUIREMENTS
5.1 Indemnity. Successor Agency and City shall each defend, hold harmless and indemnify the
other, its officers, employees and agents from and against all claims, liability, cost, expenses, loss
or damages of any nature whatsoever, including reasonable attorneys' fees, arising out of or in any
way connected with its failure to perform its covenants and obligations under this Agreement and
any of its operations or activities related thereto, excluding the willful misconduct or the gross
negligence of the person or entity seeking to be defended, indemnified, or held harmless.
ARTICLE 6
DEFAULT AND REMEDIES
6.1 Events of Default. Each of the following events will constitute an event of default ("Event
of Default") under this Agreement:
(a) Nonpayment. Successor Agency's failure to repay the Loan pursuant to Article I
hereof.
(b) Failure to perform. Successor Agency's failure, neglect or refusal to perform any
promise, agreement, covenant or obligation contained in this Agreement, after any
applicable care periods.
62 Declaring Default. Whenever any Event of Default has occurred, other than a failure to
pay any sums due, City shall give written notice of default to Successor Agency. If the default is
not cured within thirty (30) calendar days after the Date of Default (defined herein), or any
extension approved in writing by City, City may enforce its rights and remedies under Section 6.3
below. Any default that has occurred shall be deemed to commence on the date that written notice
of default is effective pursuant to Section 7.2 of this Agreement ("Date of Default"). In the event
of a default in the payment of any installment payment when due, Successor Agency shall have ten
(10) calendar days from the payment due date to cure such default, whether or not City gives
written notice.
63 Remedies. Upon the occurrence of any Event of Default, City, in addition to any other
............ --
remedies provided herein or by law, shall have the right, at its option without any further demand
or notice, to take one or any combination of the following remedial steps:
(a) declare that outstanding balance of the Low'i and all other sums owing to City under
this Agreement immediately due and payable, and
7
(b) take whatever other action at law or in equity which may appear necessary or desirable
to collect the amounts then due and thereafter to become due hereunder or to enforce
any other of its rights hereunder.
6.4 Default Interest. Commencing on the Date of Default and continuing through the date that
all indebtedness and other amounts payable under this Agreement are paid in full; interest on the
Loan will accrue on the outstanding balance, at the rate equal to LAIF plus one percent (I%).
6,5 Disclaimer. If City elects to employ any of the remedies available to it in connection with
any Event of Default, City will not be liable for: (1) the payment of any expenses incurred in
connection with the exercise of any remedy available to City, and (2) the performance or
nonperformance of any other obligations of Successor Agency.
AKrICLE 7
MISCELLANEOUS
7.1 Conflict of Interest; Interest of, Employ yees, Agents, Consultants, Officers and Officials of
City or Successor Agency. Except for approved eligible administrative or personnel costs, no
employee, agent, or consultant who is in a position to participate in a decision-making process or
gain inside inforination with regard to such activities assisted under this Agreement, may obtain a
personal or financial interest in or benefit from the activities assisted under this Agreement, or have
an interest, direct or indirect, in any contract, subcontract or agreement with respect thereto, or in
the proceeds there tinder either for him/herself or for those with whom s/he has family or business
ties, during his/her tenure and for one year thereafter.
7.2 Notices. Any notice, request or consent required pursuant to this Agreement shall be
deemed given when delivered personally or three (3) business days after being deposited in the
U.S. mail, addressed as follows:
If to Successor Agency:
Successor Agency to the Redevelopment
Agency of South San Francisco
P. CO. Box 71.1
South San Francisco, CA 94083
Attention: Assistant City Manager
With copy to Oversight Board for the
Successor Agen6 y to the Redevelopment
Agency of the City of South San
Francisco
If to City:
City of South San Francisco
P.O. Box 711
South San Francisco, CA 94083
Attention: City Manager
or to such other addresses as the Parties may designate by notice as set forth above.
7.3 Successors and Assigns. All of the terms of this Agreement shall apply to and be binding
Successors
upon, and inure to the benefit of, the successors and permitted assigns of City and Successor
Agency, respectively.
7.4 Attorneys' Fees. If any action is instituted by either Party to enforce this Agreement or to
collect any sums due hereunder or pursuant to this Agreement, the prevailing party in such. action
shall be entitled to recover its costs and reasonable attorneys' fees as awarded by the court in that
action.
7.5 Severability. If one or more provisions of this Agreement are found invalid, illegal or
unenforceable in any respect by a court of competent jurisdiction, the remaining provisions shall
not in any way be affected, prejudiced, disturbed or impaired thereby, and all other provisions of
this Agreement shall remain in full force and effect.
T6 Amendments/Entire Agreement. City and Successor Agency reserve the right to amend
this Agreement by mutual consent. It is mutually understood and agreed that no amendment,
modification, alternation or variation of the terms of this Agreement shall be valid unless in writing
and signed and acknowledged and approved by both parties. This Agreement constitutes the entire
agreement of the Parties and no oral understandings or agreement not incorporated herein shall be
binding on either Party,
7.7 Time. Time Is of the essence in the performance of the terms and conditions of this
Agreement.
7.8 Governing Law. The laws of the State of California govern this Agreement.
7.9 City's Rights and Consent. No forbearance, failure or delay by City in exercising any right,
power, or remedy, nor any single or partial exercise of City or any right or remedy hereunder shall
preclude the further exercise of such right, power or remedy. The consent of City to any act or
omission by Successor Agency may not be construed as City consent to any other or subsequent
act or omission or as a waiver of the requirement to obtain City consent in any other instance. All
of City's rights, powers and remedies are cumulative and shall continue in full force and effect
until specifically waived in writing by the City.
7.10 Duration/Survival. This Agreement continues in full force and effect until the Loan is
repaid in full.
7.11 Headings. The headings within this Agreement are for the purpose of reference only and
do not limit or otherwise affect any of the terms of this Agreement.
7,12 Counterparts Facsimile Copies. This Agreement may be executed in counterparts, each of
which will be deemed an original, but all of which together constitute one and the sarric agreement.
This Agreement is effective upon transmission by either Party to the other Party of a fully signed
facsimile copy of the Agreement after the formal approval by the governing body of the Successor
Agency and the City Council. In case of any conflict, the counterpart maintained by the City
Council will be deemed to be determinative.
IN WITNESS WHEREOF, City and the Successor Agency have executed this Agreement as of the
date first above written.
City of South San Francisco
LIM
Barry M. Nagel, City Manager
Attest:
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Successor Agency to the Redevelopment
Agency of the City of South San
Francisco
-0
Marty Van Duyn, Assistant City
Manager
Krista J. Martinelli, City Clerk
Approved as to Form:
Steven T. Mattas, City Attorney
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Knsta J. Martinelli, Secretary
Steven T. Mattas, Agency Counsel