HomeMy WebLinkAboutSA Public Improvement AgreementSAN RAFAEL
SUCCESSOR
AGENCY
AGENDA ITEM NO.: SA
MEETING DATE: April 20, 2015
AGENDA REPORT
Department: Economic Development
Prepared by: Stephanie LovettExecutive Director Approval/?&
..
Economic Development Manager
SUBJECT: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN
RAFAEL IN THE CITY'S CAPACITY AS SUCCESSOR AGENCY OF THE SAN
RAFAEL REDEVELOPMENT AGENCY, APPROVING THE PUBLIC
IMPROVEMENT AGREEMENT FOR USE OF BOND PROCEEDS BETWEEN
THE CITY OF SAN RAFAEL AND THE SAN RAFAEL SUCCESSOR AGENCY
RECOMMENDATION: Adopt the attached resolution.
OVERVIEW: The California State Legislature enacted Assembly Bill ABx1 26 (the
"Dissolution Act") to dissolve redevelopment agencies formed under the Community
Redevelopment Law. The California Supreme Court in its decision in California Redevelopment
Association v. Matosantos, issued December 29, 2011 (the "Supreme Court Decision"), declared
the Dissolution Act to be constitutional. Under the Dissolution Act, all California redevelopment
agencies were dissolved effective February 1, 2012, and various actions were required by
successor agencies to unwind the affairs of all former redevelopment agencies.
On January 3, 2012, the City Council of the City of San Rafael (the "City Council") adopted a
resolution accepting for the City the role of successor agency (the "Successor Agency") to the
Redevelopment Agency of the City of San Rafael (the "SRRDA"). An oversight board (the
"Oversight Board"), consisting of members representing the County, the City, and various
education and special districts, was formed to approve and direct certain actions of the Successor
Agency. The actions of the Oversight Board must be approved by the California Department of
Finance.
DISCUSSION: At the time redevelopment agencies were dissolved, the San Rafael
Redevelopment Agency had about $2 Million dollars in redevelopment bond proceeds. These
bond proceeds are held by the bond trustee. The bond proceeds were to be used for public
improvements within the SRRDA Project Area. Because bonds are a federally protected contract
between the issuer and the bondholder, the State was not able to appropriate bond proceeds.
FOR AGENCY SECRETARY ONLY
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Page 2 of 2
However, the State's action to dissolve redevelopment agencies included a provision that
redevelopment agencies could not use remaining bond proceeds until the Agency received a
"Finding of Completion" from the State. The SRRDA received the Finding of Completion on
November 24, 2014.
The State also took the position that the local Oversight Board and the Department of Finance had
to approve Agency's expenditure of bond proceeds. The attached public improvement agreement
was approved by the Oversight Board on February 6, 2015. Staff received notification on April
10, 2014 that the State Department of Finance had approved the public improvement agreement.
The Public Improvement Agreement provides for the Agency to transfer the remaining bond
proceeds from the bond trustee to the City and the City to use those bond proceeds to complete
public improvements within the boundaries of the former Redevelopment Project Area.
FISCAL IMPACT: The Public Improvement will allow the expenditure of the remaining $2
million of SRRDA bond proceeds on public improvements within the former SRRDA Project
Area. The SRRDA Project Area includes Downtown and East San Rafael.
This action will not increase the Agency's financial obligations for the bond payments. The
existing bond payment schedule includes the $2 Million dollars held by the Trustee.
Staff is recommending that the bond funds be utilized for public improvements for SMART
service to Larkspur; specifically to address the design and construction of the Andersen Drive
crossing. City's Capital Improvement Program (CIP), adopted by the City Council on March 16,
2015, reflects the bond revenues as a source of funding for this project. Staff assumes this project
will consume all of the bond funds; however, any remaining funds will be utilized for other public
improvements in the former SRRDA Project Area. These improvements will be included in a
fixture CIP and may include activities such as Downtown parking garage repairs, widening of
sidewalks on East Francisco Boulevard, or the Grand Avenue bridge project.
OPTIONS:
• Adopt the Resolution approving the Public Improvements Agreement and accept staff
recommendations for expenditures/
• Modify the Resolution and staff recommendation.
• Request further information.
• Reject the staff recommendation.
ACTION REQUIRED: Staff recommends that the Successor Agency adopt the Resolution.
ATTACHMENTS:
Attachment A: Public Improvement Agreement
RESOLUTION NO. 2015-01
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL IN
THE CITY'S CAPACITY AS SUCCESSOR AGENCY OF THE SAN RAFAEL
REDEVELOPMENT AGENCY, APPROVING THE PUBLIC IMPROVEMENT
AGREEMENT FOR USE OF BOND PROCEEDS BETWEEN THE CITY OF SAN
RAFAEL AND THE SAN RAFAEL SUCCESSOR AGENCY
WHEREAS, under ABx1 26 enacted in June 2011, as amended by AB 1484 enacted in
June 2012 (collectively, the "Dissolution Law"), the City of San Rafael (the "City") and the San
Rafael Successor Agency (the "Successor Agency") are required to take certain actions regarding
bonds issued by the Redevelopment Agency of the City of San Rafael (the "Former Agency")
prior to its dissolution on February 1, 2012; and
WHEREAS, by letter dated November 24, 2014, the California Department of Finance
("DOF") issued to the Successor Agency a finding of completion in accordance with Health and
Safety Code Section 34179.7 (the "Finding of Completion"), signifying the Successor Agency's
full compliance with specified payment obligations; and
WHEREAS, prior to the dissolution of the Former Agency:
Under California Community Redevelopment Law (Health and Safety Code Section
33000 et sec ; the "Redevelopment Law"), the Former Agency was responsible for
implementing the Redevelopment Plan (the "Redevelopment Plan") for the Central San
Rafael Redevelopment Project Area (the "Project Area"), including the provision and
enhancement of public facilities and infrastructure benefitting the Project Area; and
2. Under the Fifth Supplemental Resolution dated as of September 16, 2002, (the "2002
Bond Resolution"), and related bond documents (the "2002 Bond Documents"), the
Former Agency issued San Rafael Redevelopment Agency Tax Allocation Bonds Series
2002 in the principal amount of $ 25,020,000 (the "2002 Bonds") for the purpose of
funding the San Rafael Corporation Yard and additional public improvements for the
benefit of the Project Area and in furtherance of the Redevelopment Plan; and
3. Under the Sixth Supplemental Resolution dated as of November 16, 2009, (the "2009
Bond Resolution"), and related bond documents (the "2009 Bond Documents"), the
Former Agency issued San Rafael Redevelopment Agency Tax Allocation Bonds Series
2009 in the principal amount of $ 14,660,000 (the "2009 Bonds") for the purpose of
refunding the current interest 1999 bonds, and to fund street, parking and other public
improvements for the benefit of the Project Area and in furtherance of the
Redevelopment Plan; and
4. Under the Fourth Supplemental Resolution dated as of June 7, 1999, (the " 1999 Bond
Resolution"), and related bond documents (the "1999 Bond Documents"), the Former
Agency issued San Rafael Redevelopment Agency Tax Allocation Bonds Series 1999 in
the principal amount of $ 23,504,004.10 (the "1999 Bonds") of current interest bonds and
capital appreciation bonds for the purpose of funding improvements to the Pickleweed
Community Center and playing fields, the Grand Avenue Bridge, Mahon Creek
Improvements, Downtown Parking Structure, Gerstle Park childcare facility, Bret Harte
Strom Drainage, West Francisco Blvd. Utility Undergrounding and additional public
improvements for the benefit of the Project Area and in furtherance of the
Redevelopment Plan; and
WHEREAS, there remain $ 1,458,428 of unencumbered net proceeds of the 2002 Bonds
(the "Remaining 2002 Bond Proceeds"), and $594,609 of unencumbered net proceeds of the
2009 Bonds (the "Remaining 2009 Bond Proceeds"), and $30,744 of unencumbered net proceeds
of the 1999 Bonds Capital Appreciation Bonds (the "Remaining 1999 Bond Proceeds"), a total of
$2,083,781 is held by the Bond Trustee and the Successor Agency; and
WHEREAS, Health and Safety Code Section 34191.4(c), which applies to successor
agencies that have received a finding of completion from the DOF, provides, in relevant part:
"Bond proceeds derived from bonds issued on or before December 31, 2010, shall be
used for the purposes for which the bonds were sold. Notwithstanding ... any... conflicting
provision of law, bond proceeds in excess of the amounts needed to satisfy approved enforceable
obligation shall thereafter be expended in a manner consistent with the original bond
covenants ... An expenditure pursuant to this paragraph shall constitute the creation of an excess
bond proceeds obligation to be paid from the excess proceeds. Excess bond proceeds shall be
listed separately on the Recognized Obligation Payment Schedule submitted by the successor
agency"; and
WHEREAS, in accordance with Health and Safety Code Section 34191.4(c), the
Successor Agency and the City desire to enter into a Public Improvement Agreement for Use of
Bond Proceeds (the "Agreement"), whereby the Successor Agency will grant and provide to the
City the Remaining 2002 Bond Proceeds in the amount of $ 1,458,428; Remaining 2009 Bond
Proceeds in the amount of $ 594,609; and the Remaining 1999 Bond Proceeds in the amount of
$30,744; and the City will utilize the Remaining 2002 Bond Proceeds, the Remaining 2009
Bond Proceeds and the Remaining 1999 Bond Proceeds for public improvements consistent
with the 2002 Bond Documents, the 2009 Bond Documents and the 1999 Bond Documents,
respectively, including providing design, construction, construction administration, inspection,
and permit services, and entering into one or more construction contracts if required; and
WHEREAS, for the reasons summarized below, the Agreement constitutes the creation
of an excess proceeds obligation authorized by Health and Safety Code Section 34191.4(c) that
shall be paid from the Remaining 2002 Bond Proceeds, Remaining 2009 Bond Proceeds and the
Remaining 1999 Bond Proceeds:
N
Health and Safety Code Section 34191.4(c) applies to the Successor Agency because the
Successor Agency has received its Finding of Completion from DOR The Finding of
Completion expressly states in relevant part:
a. "The [Successor] Agency may now do the following:... Utilize proceeds derived
from bonds issaced prior to January 1, 2011 in a manner consistent with the
original bond covenants per HSC section 34191.4(c)"; and
2. The Remaining 2002, 2009 and 1999 Bond Proceeds to be expended under this
Agreement constitute "bond proceeds derived from bonds issued on or before December
31, 2010" in that the 2002 Bonds were issued on October 24, 2002, the 2009 Bonds were
issued on December 30, 2009, and the 1999 Bonds were issued on June 30, 1999; and
3. The Remaining 2002, 2009 and 1999 Bond Proceeds to be expended under this
Agreement also constitute "bond proceeds in excess of the amounts needed to satisfy
approved enforceable obligations" in that the Remaining 2002, 2009 and 1999 Bond
Proceeds constitute unencumbered proceeds of the 2002, 2009 and 1999 Bonds,
respectively, received by the Successor Agency from the Former Agency that are not
needed to satisfy any "enforceable obligation", as that term is defined in Health and
Safety Code Section 34171(d); and
4. Expenditure of the Remaining 2002 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 2002 Bond Resolution and the 2002 Bond Documents. Specifically, the
2002 Bond Documents provide that the Remaining 2002 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
5. Expenditure of the Remaining 2009 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 2009 Bond Resolution and the 2009 Bond Documents. Specifically, the
2009 Bond Documents provide that the Remaining 2009 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
6. Expenditure of the Remaining 1999 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 1999 Bond Resolution and the 1999 Bond Documents. Specifically, the
1999 Bond Documents provide that the Remaining 1999 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
WHEREAS, Health and Safety Code Section 34180(h) requires that any agreement
between a successor agency and the city that formed a dissolved redevelopment agency, such as
the Agreement, must be approved by the successor agency's oversight board; and
3
WHEREAS, on February 6, 2014 the Oversight Board approved the Agreement
consequently, the Agreement will become effective upon certain other actions under the
Dissolution Law, as fully provided in Section 2.10 of the Agreement (the "Effective Date").
NOW, THEREFORE, BE IT RESOLVED, the Successor Agency to the
Redevelopment Agency of the City of San Rafael hereby finds, resolves, and determines as
follows:
Section 1. Recitals Correct. The foregoing recitals are true and correct.
Section 2. CEQA Findings. Under Title 14 of the California Code of Regulations,
Section 15378(b)(4), the Agreement is exempt from the requirements of the California
Environmental Quality Act (CEQA) in that it is not a project because it only provides a funding
mechanism for unspecified projects.
Section 3. Approval of Agreement. Pursuant to Health and Safety Code Section
34180(h), hereby approves the entry by the Successor Agency into the Agreement with the City,
and the execution of the Agreement by the Successor Agency's Executive Director or designee
on behalf of the Successor Agency, substantially in the form attached to this Resolution, with
any additional changes required by the City Attorney.
Section 4. Notice to DOF. The Successor Agency hereby directs the Clerk to
provide written notice and information about this Resolution to the DOF in accordance with
Health and Safety Code Section 34179(h). The actions set forth in this Resolution shall be
subject to effectiveness in accordance with Health and Safety Code 34179(h).
BE IT FURTHER RESOLVED that this Resolution shall take effect at the time and in
the manner prescribed in Health and Safety Code Section 34179(h).
I, Esther C. Beirne, Secretary of the San Rafael Successor Agency, hereby certify that the
foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the
San Rafael Successor Agency, held on Monday, the twentieth day of April 2015, by the
following vote, to wit:
AYES: Members: Bushey, Colin, Gamblin and Vice -Chair McCullough
NOES: Members: None
ABSENT: Members: Chairman Phillips
Esther C. Beirne, Secretary, San Rafael Successor Agency
4
PUBLIC IMPROVEMENT AGREEMENT
FOR USE OF BOND PROCEEDS
This Public Improvement Agreement for Use of Bond Proceeds (the "Agreement") is
entered into as of , 2015 by and between the City of San Rafael (the "City"), and the San
Rafael Successor Agency (the "Successor Agency"), on the basis of the following facts,
understandings, and intentions of the City and the Successor Agency (sometimes collectively
referred to as the "Parties" and individually as a "Party"):
RECITALS
A. This Agreement is entered into to implement terms and requirements of ABx1 26
enacted June 28, 2011, as modified by AB 1484 enacted June 27, 2012 (collectively, the
Dissolution Law").
B. By letter dated November 24, 2014, the California Department of Finance
("DOF") issued to the Successor Agency a finding of completion in accordance with Health and
Safety Code Section 34179.7 (the "Finding of Completion"), signifying the Successor Agency's
full compliance with specified payment obligations.
C. Prior to the dissolution of the Redevelopment Agency of the City of San Rafael
(the "Former Agency"):
1. Under California Community Redevelopment Law (Health and Safety
Code Section 33000 et seg; the "Redevelopment Law"), the Former Agency was
responsible for implementing the Redevelopment Plan (the "Redevelopment Plan"), for
the Central San Rafael Redevelopment Project Area (the "Project Area"), which included
the provision and enhancement of public facilities and infrastructure benefitting the
Project Area;
2. Under the Fifth Supplemental Resolution dated as of September 16,
2002, (the "2002 Bond Resolution"), and related bond documents (the "2002 Bond
Documents"), the Former Agency issued San Rafael Redevelopment Agency Tax
Allocation Bonds Series 2002 in the principal amount of $ 25,020,000 (the "2002
Bonds") for the purpose of funding the San Rafael Corporation Yard and additional
public improvements for the benefit of the Project Area and in furtherance of the
Redevelopment Plan; and
3. Under the Sixth Supplemental Resolution dated as of November 16,
2009, (the "2009 Bond Resolution"), and related bond documents (the "2009 Bond
Documents"), the Former Agency issued San Rafael Redevelopment Agency Tax
Allocation Bonds Series 2009 in the principal amount of $ 14,660,000 (the "2009
Bonds") for the purpose of refunding the current interest 1999 bonds, and to fund street,
parking and other public improvements for the benefit of the Project Area and in
furtherance of the Redevelopment Plan; and
ATTACHMENT A
141\01\1647298.1
4. Under the Fourth Supplemental Resolution dated as of June 7, 1999, (the
"1999 Bond Resolution"), and related bond documents (the "1999 Bond Documents"),
the Former Agency issued San Rafael Redevelopment Agency Tax Allocation Bonds
Series 1999 in the principal amount of $ 23,504,004.10 (the "1999 Bonds") of current
interest bonds and capital appreciation bonds for the purpose of funding improvements
to the Pickleweed Community Center and playing fields, the Grand Avenue Bridge,
Mahon Creek Improvements, Downtown Parking Structure, Gerstle Park childcare
facility, Bret Harte Strom Drainage, West Francisco Blvd. Utility Undergrounding and
additional public improvements for the benefit of the Project Area and in furtherance of
the Redevelopment Plan; and
D. There remain $1,458,428 of unencumbered net proceeds of the 2002 Bonds (the
'Remaining 2002 Bond Proceeds"), and $594,609 of unencumbered net proceeds of the 2009
Bonds (the 'Remaining 2009 Bond Proceeds"), and $30,744 of unencumbered net proceeds of
the 1999 Bonds Capital Appreciation Bonds (the 'Remaining 1999 Bond Proceeds"), which
have been transferred to and remain in the possession of the Successor Agency and the Bond
Trustee.
E. Health and Safety Code Section 34191.4(c), which applies to successor
agencies that have received a finding of completion from DOF, provides, in relevant part:
"Bond proceeds derived from bonds issued on or before December 31, 2010, shall be
used for the purposes for which the bonds were sold. Notwithstanding ... any...
conflicting provision of law, bond proceeds in excess of the amounts needed to satisfy
approved enforceable obligation shall thereafter be expended in a manner consistent
with the original bond covenants ... An expenditure pursuant to this paragraph shall
constitute the creation of an excess bond proceeds obligation to be paid from the excess
proceeds. Excess bond proceeds shall be listed separately on the Recognized
Obligation Payment Schedule submitted by the successor agency."
F. In accordance with Health and Safety Code Section 34191.4(c), the Successor
Agency and the City desire to enter into this Agreement, whereby the Successor Agency
will grant and provide to the City the Remaining 2002 Bond Proceeds in the amount of
$1,458,428; Remaining 2009 Bond Proceeds in the amount of $594,609; and the
Remaining 1999 Bond Proceeds in the amount of $30,744; and the City will utilize the
Remaining 2002 Bond Proceeds, the Remaining 2009 Bond Proceeds and the
Remaining 1999 Bond Proceeds for public improvements consistent with the 2002 Bond
Documents, the 2009 Bond Documents and the 1999 Bond Documents, respectively,
including providing design, construction, construction administration, inspection, and
permit services, and entering into one or more construction contracts if required; and
G. For the reasons summarized below, this Agreement constitutes the creation of an
excess proceeds obligation authorized by Health and Safety Code Section 34191.4(c) that shall
be paid from the Remaining 1999 Bond Proceeds:
1. Health and Safety Code Section 34191.4(c) applies to the Successor Agency because
the Successor Agency has received its Finding of Completion from the DOF. The
Finding of Completion expressly states in relevant part:
2
141\01\1647298.1
a. "The [Successor] Agency may now do the following:... Utilize proceeds derived
from bonds issued prior to January 1, 2011 in a manner consistent with the
original bond covenants per HSC section 34191.4(c)."
2. The Remaining 2002, 2009 and 1999 Bond Proceeds to be expended under this
Agreement constitute "bond proceeds derived from bonds issued on or before December
31, 2010" in that the 2002 Bonds were issued on October 24, 2002, the 2009 Bonds
were issued on December 30, 2009, and the 1999 Bonds were issued on June 30, 1999.
3. The Remaining 2002 Bond Proceeds, the Remaining 2009 Bond Proceeds and the
Remaining 1999 Bond Proceeds to be expended under this Agreement also constitute
"bond proceeds in excess of the amounts needed to satisfy approved enforceable
obligations" in that the Remaining 2002 Bond Proceeds, the Remaining 2009 Bond
Proceeds, and the Remaining 1999 Bond Proceeds constitute unencumbered proceeds
of the 2002 Bonds, 2009 Bonds and the 1999 Bonds, respectively, received by the
Successor Agency from the Former Agency that are not needed to satisfy any
"enforceable obligation", as that term is defined in Health and Safety Code Section
34171(d), and
4. Expenditure of the Remaining 2002 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 2002 Bond Resolution and the 2002 Bond Documents. Specifically, the
2002 Bond Documents provide that the Remaining 2002 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
5. Expenditure of the Remaining 2009 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 2009 Bond Resolution and the 2009 Bond Documents. Specifically, the
2009 Bond Documents provide that the Remaining 2009 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
6. Expenditure of the Remaining 1999 Bond Proceeds by the Successor Agency under this
Agreement is "for the purposes for which the bonds were issued" and "in a manner
consistent with the original bond covenants", which purpose and covenants are found
primarily in the 1999 Bond Resolution and the 1999 Bond Documents. Specifically, the
1999 Bond Documents provide that the Remaining 1999 Bond Proceeds will be spent for
public improvements within the Redevelopment Project Area; and
H. Under Health and Safety Code Section 34189(a), the provisions of Health and
Safety Code Section 33445 are now inoperative, so that no findings of the Successor Agency
or the City Council are required under that statutory provision in connection with the approval
and execution of this Agreement; it being understand that this Agreement is entered into under
the authority of Health and Safety Code Section 34191.4(c).
I. Under Title 14 of the California Code of Regulations, Section 15378(b)(4), this
Agreement is exempt from the requirements of the California Environmental Quality Act (CEQA)
in that it is not a project because it only provides a funding mechanism for unspecified projects.
3
14100111647298.1
J. Health and Safety Code Section 34180(h) requires that any agreement between
a successor agency and the city that formed a dissolved redevelopment agency, such as this
Agreement, must be approved by the successor agency's oversight board. Consequently, this
Agreement will become effective only upon approval of the Oversight Board and certain other
actions under the Dissolution Law, as fully provided in Section 2.10.
NOW, THEREFORE, the City and the Successor Agency agree as follows:
ARTICLE 1.
FUNDING
Section 1.1 Funding. The Successor Agency hereby grants and agrees to make
available to the City the Remaining 2002 Bond Proceeds in the amount of $1,458,428;
Remaining 2009 Bond Proceeds in the amount of $594,609; and the Remaining 1999 Bond
Proceeds in the amount of $30,744; and the City will utilize the Remaining 2002 Bond
Proceeds, the Remaining 2009 Bond Proceeds and the Remaining 1999 Bond Proceeds for
public improvements consistent with the 2002 Bond Documents, the 2009 Bond Documents and
the 1999 Bond Documents, respectively, to be used exclusively to pay for City's services and
third party costs for public improvements consistent with the 2002 Bond Documents, the 2009
Bond Documents and the 1999 Bond Documents, respectively.
Section 1.2 Bonds. The City acknowledges that the Remaining 2002 Bond
Proceeds are derived from proceeds of the 2002 Bonds, the Remaining 2009 Bond Proceeds
are derived from proceeds of the 2009 Bonds and the Remaining 1999 Bond Proceeds are
derived from proceeds of the 1999 Bonds. The City shall cooperate to assure that the
Remaining 2002, 2009 and 1999 Bond Proceeds are used as authorized by the terms of the
2002, 2009 and 1999 Bond Resolutions and the 2002, 2009 and 1999 Bond Documents and the
applicable laws, rules and regulations pursuant to which the 2002, 2009 and 1999 Bonds were
issued.
Section 1.3 Disbursement of Bond Proceeds. The Successor Agency shall
disburse the Remaining 2002, 2009, and 1999 Bond Proceeds in their entirety to City within
thirty (30) days after the Effective Date (as defined and described in Section 2.10), for use by
the City consistent with the 2002, 2009 and 1999 Bond Documents, respectively -
4
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ARTICLE 2.
GENERAL PROVISIONS
Section 2.1 Notices. Any notice or communication required to be given under this
Agreement by a Party shall be in writing, and may be given either personally or by registered or
certified mail, return receipt requested. If delivered by registered or certified mail, a notice shall
be deemed to have been given and received on the first to occur of: (a) actual receipt by an
addressee designated below as a Party to whom notices are sent; or (b) five (5) days after the
registered or certified letter containing such notice, properly addressed, with postage prepaid, is
deposited in the United States mail. If delivered personally, a notice shall be deemed to have
been given when delivered to the Party to whom it is addressed. A Party may at any time, by
giving ten (10) days written notice to the other Party pursuant to this Section 2.1, designate any
other address substitution of the address to which such notice or communication be given.
Notices shall be given to the Parties at their address set forth below:
Successor Agency: San Rafael Successor Agency
1400 Fifth Avenue, Room 203
San Rafael, CA 94915-1560
Attention: Executive Director
City: City of San Rafael
1400 Fifth Avenue, Room 203
San Rafael, CA 94915-1560
Attention: City Manager
Section 2.2 Actions of the Parties. Except as otherwise provided in this
Agreement, whenever this Agreement calls for or permits a Party's approval, consent, or waiver,
the written approval, consent, or waiver of the Successor Agency's Executive Director or the
City Manager (or their respective designees) shall constitute the approval, consent, or waiver of
the Successor Agency or the City, respectively, without further authorization required from the
governing board of the Party.
Section 2.3 Nondiscrimination. The Successor Agency and City shall not,
because of race, religion, creed, color, national origin, ancestry, gender or sexual orientation,
physical disability, mental disability, medical condition, marital status, or sex of any person,
refuse to hire or employ the person, or refuse to select the person for a training program leading
to employment, or bar or discharge the person from employment or from training program
leading to employment, or discriminate against the person in compensation or in terms,
conditions or privileges of employment with respect to performance of this Agreement. The City
shall require the inclusion of substantially similar non-discrimination provisions in contracts City
awards in the implementation of the Project.
Section 2.4 No Third Party Beneficiaries. No person or entity other than the
Successor Agency and City and their permitted successors and assigns, shall have any right of
action under this Agreement.
Section 2.5 State Law. This Agreement, and the rights and obligations of the
Parties hereto, shall be construed and enforced in accordance with the laws of the State of
California.
5
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Section 2.6 Compliance with Legal Requirements. The Successor Agency and the
City shall both comply with all applicable laws, regulations and other legal requirements in
performing their respective obligations under this Agreement.
Section 2.7 Additional Acts. The Parties each agree to take such other and
additional action and execute and deliver such other and additional documents as may be
reasonably requested by the other Party for purposes of consummating the transactions
contemplated in this Agreement.
Section 2.8 Litigation Regarding Agreement Validity. In the event litigation is
initiated attacking the validity of this Agreement, each Party shall in good faith defend and seek
to uphold the Agreement.
Section 2.9 Entire Agreement: Modification. This Agreement contains all of the
agreements and understandings of the Parties pertaining to the subject matter contained herein
and supersedes all prior or contemporaneous agreements, representations and understandings
of the Parties. This Agreement cannot be amended or modified except by written agreement of
the Parties.
Section 2.10 Effectiveness of Agreement. This Agreement shall become effective
only upon satisfaction of the following conditions:
(a) Approval of this Agreement by the Oversight Board (the "Oversight Board
Action");
(b) Notification to the DOF of the Oversight Board Action in accordance with
the provisions of Health and Safety Code Section 34179(h); and
(c) Placement by the Successor Agency of the excess bond proceeds
obligation for the Remaining 2002 Bond Funds, the Remaining 2009 Bond Funds and the
Remaining 1999 Bond Funds represented by this Agreement on a future Recognized Obligation
Payment Schedule (the 'BOPS") in accordance with the last sentence of Health and Safety
Code Section 34191.4(c), and approval of such ROPS item by the Oversight Board and the
DOF.
The date upon which the above conditions are first satisfied is referred to as the
"Effective Date".
[SIGNATURES ON FOLLOWING PAGE]
6
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IN WITNESS WHEREOF, this Agreement has been executed as of the date set forth in the
opening paragraph of this Agreement:
SAN RAFAEL SUCCESSOR AGENCY
Nancy Mackle, Executive Director
CITY OF SAN RAFAEL
Nancy Mackle, City Manager
x
141\01\1647298.1
CITY OF SAN RAFAEL
ROUTING SLIP / APPROVAL FORM
INSTRUCTIONS: USE THIS FORM WITH EACH SUBMITTAL OF A CONTRACT, AGREEMENT,
ORDINANCE OR RESOLUTION BEFORE APPROVAL BY COUNCIL /AGENCY.
SRCC\SA AGENDA ITEM NO.
DATE OF MEETING: 4/20/2015
FROM: Stephanie Lovette
DEPARTMENT: Economic Development
DATE: 3/9/15
TITLE OF DOCUMENT: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN
RAFAEL IN THE CITY'S CAPACITY AS SUCCESSOR AGENCY OF THE SAN RAFAEL
REDEVELOPMENT AGENCY, APPROVING THE PUBLIC IMPROVEMENT AGREEMENT
FOR USE OF BOND PROCEEDS BETWEEN THE CITY OF SAN RAFAEL AND THE SAN
RAFAEL SUCCESSOR
kvLau-
bepart ent Head (signature)
*** *** *** *** *** *** *** *** *** *** *** *** *** *** *** ***
(LOWER HALF OF FORM FOR APPROVALS ONLY)
APPROVED AS COUNCIL / AGENCY APPROVED AS TO FORM:
AGENDA ITEM:
'--K-"A L
City Manr si'grature) City Attorney (signatur )
NOT APPROVED