HomeMy WebLinkAbout06. Restated and Amended Loan AgreementsOVERSIGHT BOARD MEMORANDUM
DATE: September 19, 2013
TO: CHAIR AND MEMBERS OF THE OVERSIGHT BOARD
FROM: GILBERT A. LIVAS, Executive Director, Downey Successor Agenc
SUBJECT: RESTATED AND AMENDED LOAN AGREEMENTS
RECOMMENDATION
That the Oversight Board:
1) Review and approve -the Restated and Amended Loan Agreements
between the City of Downey and the Downey Successor Agency; and
2) Adopt the following Resolution:
A RESOLUTION OF THE OVERSIGHT BOARD OF THE
DOWNEY SUCCESSOR AGENCY APPROVING
RESTATED AND AMENDED LOAN AGREEMENTS
BETWEEN THE CITY OF DOWNEY AND THE DOWNEY
SUCCESSOR AGENCY
BACKGROUND / DISCUSSION
Under this item, the Oversight Board will consider an action pertaining to twelve
separate loan agreements between the City of Downey and the Downey
Community Development Commission (Attachment "A ") which pre -dated the
Governor's proposal to eliminate redevelopment agencies. The Downey
Successor Agency is proposing to re -enter into each loan agreement with the
City, with amended rate and terms for repayment, as allowed under Health
Safety Code (HBSC) Section 34191.4(b). The Oversight Board has the authority
to approve requests, by a successor agency, to enter into an agreement with the
community that formed the redevelopment agency.
During the period that the City's Redevelopment Agency was active, it received
advances from the City of Downey to cover administrative operating expenses
and to provide additional resources to fund redevelopment projects initiated by
the Agency. These loans were primarily utilized to offset the shortfall between the
Agency's annual operational and project expenses, and the amount of tax
increments received by the Agency. Over the life span of the Agency, it entered
into 35 separate loan agreements with the City and as of February 1, 2012,
twelve (12) of the loan agreements remained opened with unpaid principal
balances.
Chair and Members of the Oversight Board
Restated and Amended Loan Agreements
September 19, 2013
Page 2
Under ABx1 26, which initiated the dissolution of all redevelopment agencies in
California, certain loan agreements between redevelopment agencies and their
sponsoring cities or counties became invalid enforceable obligations as of
February 1, 2012. The City of Downey was affected by this Legislation, leaving
$11,246,570 in principal loan balance declared as unenforceable obligations by
the Department of Finance.
To the benefit of California cities, the State Legislature approved AB 1484, which
contains provisions allowing Successor Agencies, with the approval of their
Oversight Boards, to re -enter and deem as enforceable obligation, prior loan
agreements between a former redevelopment agency and the city that created
the redevelopment agency. The Oversight Board must find that the loans were
made for legitimate redevelopment purposes (H &SC section 34191.5(b) (1)).
In previous actions of the Oversight Board, the Board approved the inclusion of
these loan agreements in each of the four ROPS presented to the Board. On
May 24, 2012, the Board directed Successor Agency staff to submit a
subsequent report for the consideration of the "re- entered" loan agreements.
In the proposed re- stated loan agreements with the City, the accumulated
interest on the remaining principal will be recalculated based on the interest rate
earned by funds deposited into the Local Agency Investment Fund ( "LAIF "), and
the loan will be repaid on a defined schedule over a reasonable term of years at
an interest rate not exceeding the LAIF rate (H &SC section 34.191.5(b) (2)). The
interest rate earned by the City on the initial loan agreements were based on an
annual rate of 7% and 12 %. Under AB 1484, the rate on the re- entered loan
agreement will not exceed the LAIF rate. The current LAIF rate is substantially
lower rate than the rate established on the initial agreements (for example, the
LAIF rate for June 2013 was 0.24 %).
The annual loan payment to the City, per the proposed Restated and Amended
Loan Agreement, is subject to these additional limitations:
• Payment cannot start before the fiscal year 2013 -14; and
• Beginning in FY 2013 -14, the maximum payment amount shall be equal to
one -half of the increase between the amounts of property tax distributed to
the taxing entitles in that FY and the amount distributed to taxing entities
during the 2012 -13 base year; and
Although the repayment can commence during the 2013 -14 FY, the
precise repayment amount cannot be known until the 2013 -14 FY
distribution amount has been determined by the County Auditor Controller.
Additionally, DOF has indicated that it will not approve loan payments until
the maximum payment can be calculated; and
Chair and Members of the Oversight Board
Restated and Amended Loan Agreements
September 19, 2013
Page 3
• Twenty percent (20 %) of any loan repayment must be deducted and
transferred to the Low Moderate Income Housing Fund for eligible housing
activities; and
• The Agency must have obtained its Finding of Completion from the DOF.
To facilitate its finding that funds obtained from the City loans were used for
legitimate redevelopment purposes a list of projects and programs funded by the
Agency is attached.
Attachments: "A" - Exhibit Summary List of Loan Agreements
"B" - Resolution
"C" - Redevelopment Projects List
Agreement
25
25
27
28
30
31
33
35
37
38
City Aid Master
Agreement
Public Works
Master
Agreement
TOTAL
Date
2/10/1998
7/13/1999
6/27/2000
5/10/2001
3/12/2002
9/23/2003
1/25/2005
1/10/2006
1/23/2007
1/23/2007
4/10/2007
4/10/2007
Staff Report Exhibit
Remaining
Balance
Purpose
$1,600,000
Admin & Project Costs
$2,200,000
Admin & Project Costs
$150,000
Admin & Project Costs
$200,000
Admin & Project Costs
$300,000
Admin & Project Costs
$200,000
Admin & Project Costs
$200,000
Admin & Project Costs
$200,000
Admin & Project Costs
$1,000,000
Admin & Project Costs
$150,000
Admin & Project Costs
$4,400,000
Admin & Project Costs
$646,570 Street Improvement Project
$11,246,570
Original
Interest
Rate
12%
12%
12%
12%
12%
12%
12%
12%
12%
12%
12%
7%
LAIF Yield as
of Feb. 2012
0.389
0.389
0.389%
0.389%
0.389%
0.389
0.389
0.389%
0.389
0.389%
0.389
0.389
Attachment "A"
OVERSIGHT BOARD RESOLUTION NO.
A RESOLUTION OF THE OVERSIGHT BOARD OF THE DOWNEY
SUCCESSOR AGENCY APPROVING RESTATED AND AMENDED
LOAN AGREEMENTS BETWEEN THE CITY OF DOWNEY AND THE
DOWNEY SUCCESSOR AGENCY
WHEREAS, the Oversight Board for the Downey Successor Agency (the "Oversight
Board ") has been appointed pursuant to the provisions of Health and Safety Code Section
34179, and
WHEREAS, the Downey Successor Agency ( "Successor Agency ") is a public agency
pursuant to Health and Safety Code Section 34173; and
WHEREAS, the City of Downey ( "City ") is a California municipal corporation operating
under the laws of the State of California; and
WHEREAS, the Downey Community Development Commission ( "CDC ") is a public
body, corporate and politic, exercising governmental functions and previously exercised powers
under the Community Redevelopment Law, Health and Safety Code Section 33000 et seq.
( "CRL "); and
WHEREAS, under the CRL, the City had the expressed authority to provide the CDC
with financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code Sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601, 33610,
33614; see also Government Code section 53600 et seq.); and
WHEREAS, pursuant to the authority granted under the CRL, the City and CDC entered
into certain Operative Agreements, Public Works Master Agreement and City Aid Master
Agreement ( "Loan Agreements "). A list of the Loan Agreements are attached hereto as Exhibit
"A" and incorporated herein by this reference; and
WHEREAS, in January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an estimated $25
billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First Extraordinary Session of
the California Legislature ( "ABA 26 ") was enacted as a bill related to the 2011 Budget Act. In
June 2012, Assembly Bill 1484 from the 2011 -2012 Regular Session of the California
Legislature ( "AB 1484 ") was enacted as a bill related to the 2012 Budget Act. ABx1 26, as
modified by the California Supreme Court Decision in California Redevelopment Association v.
Matosantos (2011) 53 CalAth 231, dissolved all redevelopment agencies and redevelopment
functions of community development commissions in California on February 1, 2012; and
WHEREAS, pursuant to Health and Safety Code Section 34173, added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all authority,
rights, powers, duties, and obligations previously vested with the CDC, except for those
provisions of the CRL that were repealed, restricted, or revised pursuant to Part 1.85 of
Division 24 of the Health and Safety Code; and
WHEREAS, pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city and
county that created the redevelopment agency and the redevelopment agency, not entered into
within the first two years of the creation of the redevelopment agency, were not "enforceable
obligations "; and
Attachment "B"
OB RESOLUTION NO.
PAGE 2
WHEREAS, pursuant to Health and Safety Code section 34191.4(b), added by AB 1484,
loan agreements between the city, county or city and county that created the redevelopment
agency and the redevelopment agency shall be deemed "enforceable obligations" so long as a
successor agency receives a "finding of completion" pursuant to Health and Safety Code
Section 34179.7 and the successor agency's oversight board makes a finding that the loans
were for legitimate redevelopment purposes; and
WHEREAS, pursuant to Health and Safety Code Section 34180(a), added by ABx1 26
and amended by AB 1484, an oversight board is authorized to approve a request by a
successor agency to reestablish loan agreements between the successor agency and the city,
county, or city and county that formed the redevelopment agency in accordance with the
provisions in Health and Safety Code Section 34191.4; and
WHEREAS, pursuant to Health and Safety Code Section 34191.4(b)(2), if an oversight
board finds that the loan is an enforceable obligation, any accumulated interest on the
remaining principal amount of the loan shall be recalculated from origination at the interest rate
earned by funds deposited into the Local Agency Investment Fund, and the loan must be repaid
to the city, county, or city and county in accordance with a defined schedule over a reasonable
term of years at an interest rate not to exceed the interest rate earned by funds deposited into
the Local Agency Investment Fund. The annual loan repayments provided for in the recognized
obligations payment schedules are subject to the additional following provisions:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year. Beginning in the
2013 -14 fiscal year, the maximum repayment amount authorized each fiscal year for
repayments made for a reestablished city /redevelopment agency loan and
repayments for any amounts owed to the former redevelopment agency's Low and
Moderate Income Housing Fund as repayment for the funding of the Supplemental
Education Revenue Augmentation Fund ( SERAF) shall be equal to one -half of the
increase between the amount distributed to the taxing entities pursuant to Health and
Safety Code Section 34183(a)(4) in that fiscal year and the amount distributed to
taxing entities pursuant to that paragraph in the 2012 -13 base year. Loan or deferral
repayments made to city /redevelopment agency loans are to be second in priority to
amounts to be repaid as part of any SERAF loan.
(B) Payments received by a city, county, or city and county that formed the
redevelopment agency shall first be used to retire any outstanding amounts
borrowed and owed to the Low and Moderate Income Housing Fund of the former
redevelopment agency for purposes of the SERAF and shall be distributed to the
Low and Moderate Income Housing Asset Fund established pursuant to Health and
Safety Code Section 34176(d).
(C) Twenty percent of any loan repayment for a city /redevelopment agency loan shall
be deducted from the loan repayment amount and shall be transferred to the Low
and Moderate Income Housing Asset Fund established pursuant to Health and
Safety Code section 34176(d), after all outstanding loans from the Low and
Moderate Income Housing Fund for purposes of the SERAF have been repaid; and
WHEREAS, the CDC did not pay for the SERAF requirement with any funds from the
former Low and Moderate Income Housing Fund; and
WHEREAS, none of the Loan Agreements has accumulated interest, as the CDC paid
such accumulated interest; and
OB RESOLUTION NO.
PAGE 3
WHEREAS, the Successor Agency received its "Finding of Completion" on or about
MAY 15, 2013.
WHEREAS, the Loan Agreements were proper and legally- authorized loan agreements
under the CRL made by the City to the CDC for legitimate redevelopment purposes, including
but not limited to the elimination of blight in the redevelopment project areas, administrative
functions, and construction of public infrastructure; and
WHEREAS, if the amounts due under the Loan Agreements were not paid back to the
City, then other public services provided by the City, such as public safety, fire protection, wet
and dry utilities, and waste and water management, would be impacted, thereby negatively
impacting the other taxing entities and their provision of services that use and benefit from these
City services; and
WHEREAS, each of the Loan Agreements, upon approval by the Oversight Board, will
have an Restated and Amended Agreement (attaching the original Loan Agreement) with the
Restated and Amended Agreement restating the terms and conditions of the original Loan
Agreement and amending it to conform to the loan repayment terms required by Health and
Safety Code Section 34191.4(b), added by AB 1484. The Restated and Amended Agreements
for each Loan Agreement are attached hereto as Exhibits "B" through "N" and incorporated
herein by this reference (the "Restated Agreements ").
NOW, THEREFORE, BE IT RESOLVED by the Oversight Board as follows:
Section 1. The above recitals are true and correct and incorporated herein.
Section 2. The Oversight Board hereby finds and declares as follows:
A. Each Loan Agreement is a "loan agreement" as described in Health and Safety
Code Section 34191.4(b).
B. Each Loan Agreement was for legitimate redevelopment purposes, including the
following:
(i) The CDC was implementing the redevelopment of the project area(s)
under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the specific Loan Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically authorized
the City to assist the CDC, and for the CDC to accept funding from any public or
private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code Sections 33132, 33133, and 33600)
specifically authorized the CDC to accept financial assistance from public sources,
including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
OB RESOLUTION NO.
PAGE 4
(iv) The CRL (Health and Safety Code Section 33220) specifically authorized
the CDC to enter into agreements with any other public body, including the City, for
the purpose of aiding and cooperating in the planning, undertaking, construction, or
operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code Sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of
the value of the land for and the cost of the installation and construction of any
publicly owned building, facility, structure, or other improvement;
(vi) The CRL (Health and Safety Code Section 33601) specifically authorized
the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions
of such loan or grant;
(vii) The CRL (Health and Safety Code Section 33610) specifically authorized
the City to appropriate to the CDC such amounts as the City deemed necessary for
the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided;
(viii) California law (Government Code sections 53600 et seq. and 53601(e)
specifically) authorized the City to invest moneys not required for the immediate
needs in evidences of indebtedness of any local agency, including the CDC, within
the State of California.
C. Based on the facts applicable to the Loan Agreements, the amended repayment
terms in the Restated Agreements complies with the limitations on the terms of
repayment for the Loan Agreements.
D. The Loan Agreements, as restated and modified by the Restated Agreements, are
"enforceable obligations."
Section 3. The Oversight Board hereby approves the Restated Agreements and
authorizes the City and Successor Agency to enter into and execute the same.
Section 4. The Secretary shall certify to the adoption of this Resolution.
OB RESOLUTION NO.
PAGE 5
APPROVED AND ADOPTED this 19th day of September, 2013.
BRIAN SAEKI, Chairman
ATTEST:
ADRIA M. JIMENEZ, Secretary
State of California )
County of Los Angeles )ss.
City of Downey )
I, Adria M. Jimenez, Secretary of the Oversight Board of the Successor Agency to the
former Redevelopment Agency of the City of Downey, California ( "Oversight Board "), do hereby
certify the foregoing Resolution was duly adopted by said Oversight Board at an adjourned
regular meeting held on the 19" day of September, 2013, by the following vote, to sit:
Ayes: Oversight Board Members:
Noes: Oversight Board Members:
Absent: Oversight Board Members:
Abstained: Oversight Board Members:
ADRIA M. JIMENEZ, Secretary
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 25
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated February 10, 1998, a copy of
which is attached to this Restated Agreement as Exhibit "A" and incorporated herein by
this reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $1,600,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1,2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and -the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09112113 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 -4-
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
in
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
By:
Gilbert A. Livas, Executive Director
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110-0006
6117547.3 a09/12/13 -5-
OPERATIVE AGREEMENT #25
THIS AGREEMENT, entered into this 10th day of February . 1998 by and between the
CITY OF DOWNEY (hereinafter referred to as "City"), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Firestone and Woodruff Project Areas pursuant to
California Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $2,650,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the budgeted
projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of California,
the City of Downey shall lend to the Commission the sum of $2,650,000 for the purpose of defraying project
expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section : The Treasurer of the City is authorized to credit the Commission in the amount of $2,650,000
($2,300,000 to Fund 91, $100,000 to Fund 89, and $250,000 to Fund 86) from the City's Employee Benefit Fund
(Fund 61).
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of 12%
per annum, to the City from any available funds of the Commission, including the portion of taxes mentioned in
Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when such funds
become available to the Commission and which legally may be utilized for such repayment, if such funds are not
reasonably needed for other purposes of the Commission. The Commission shall be entitled to repay this loan
from the proceeds of tax allocation bonds that the Commission may issue for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DOWNEY
By: —ZA-1� I
Mayor B a J . Ri y
Date:
ATTEST:
i Clerk
H:\ CMANAGER\ POWELL \FINANCEWMEVLOP\OPFR- AGM.25
COMMUNITY DEVELOPMENT COMMISSION
By:
C air Barbara Riley
Date:
T
ATTEST:
7cr
V
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 26
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated July 13, 1999, a copy of which is
attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $2,200,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1,2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
61 1 7547. 3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 —3—
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and -the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110-0006
6117547.3 a09/12/13 4-
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
LIM
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/12/13 'S'
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #26
THIS AGREEMENT, entered into this 13th day of July , 1999 by and between the
CITY OF DOWNEY (hereinafter referred to as "City"), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Firestone Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $2,200,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the
budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of California,
the City of Downey shall lend to the Commission the sum of $2,200,000 for the purpose of defraying project
expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of
$2,200,000 (Fund 91) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of
12% per annum, to the City from any available funds of the Commission, including the portion of taxes
mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when
such funds become available to the Commission and which legally may be utilized for such repayment, if such
funds are not reasonably needed for other purposes of the Commission. The Commission shall be entitled to
repay this loan from the proceeds of tax allocation bonds that the Commission may issue for such purpose in
the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DOWNEY
By: '
Mayor bq
Date: T-)4-99
aity T:
erk
GDA0713VWGR- 26.doc
COMMUNITY DEVELOPMENT COMMISSION
By:
Chfiir
Date: '� 4. _ % f 9
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 27
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under -the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated June 27, 2000, a copy of which is
attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $150,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1,2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/13/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110-0006
6117547.3 a09/13/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money From any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), 'the Successor
Agency, having received its "Finding of Completion" From the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/13/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount add shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
61175473 a09/13/13 -4-
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
By:
Gilbert A. Livas, Executive Director
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110-0006
6117547.3 a09/13/13 'S'
OPERATIVE AGREEMENT #27
THIS AGREEMENT, entered into this 27thday of June , 2000 by and between the
CITY OF DOWNEY (hereinafter referred to as "City "), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $250,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the
budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of California,
the City of Downey shall lend to the Commission the sum of $250,000 for the purpose of defraying project
expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of $250,000
(Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of
12% per annum, to the City from any available funds of the Commission, including the portion of taxes
mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when
such funds become available to the Commission and which legally may be utilized for such repayment, if such
funds are not reasonably needed for other purposes of the Commission. The Commission shall be entitled to
repay this loan from the proceeds of tax allocation bonds that the Commission may issue for such purpose in
the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DOWNEY
By:
ayor Keith
Date:��'
T:
Ci Clerk
S: da0627MR- 27.doc
COMMUNITY DEVELOPMENT COMMISSION
By: #,411� 7
hair Keith McCarthy
Date:
NEST:
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 28
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated May 10, 2001, a copy of which is
attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $200,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09112113 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 —4
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
am
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/12/13 -5-
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #28
THIS AGREEMENT, entered into this _lDthday of Mmir , 2001 by and between the
CITY OF DOWNEY (hereinafter referred to as "City"), and the COMMUNI Y DEVELOPMENT t
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $200,000 to assist it in defraying
expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the budgeted projects of
said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of California, the
City of Downey shall lend to the Commission the sum of $200,000 for the purpose of defraying project expenses of
the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of $200,000
(Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of I2%
per annum, to the City from any available funds of the Commission, including the portion of taxes mentioned in
Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when such funds become
available to the Commission and which legally may be utilized for such repayment, if such funds are not reasonably
needed for other purposes of the Commission. The Commission shall be entitled to repay this loan from the
proceeds of tax allocation bonds that the Commission may issue for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
C Y OF D Y
By:
Mayor RUbe6rt C. W' ham
Date: May-1G, 2001
ATTEST:
¢ity Clerk
cmac
H % CMANAGERNPOWELL\REDEVLOP .MNIIAGR -Z8.dw
COMMUNI DEVELOPMENT CO MISSION
By:
Chair Robert C. W'
Date: May 10, 2001
ATTEST:
retary
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 30
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of -the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had -the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated March 12, 2002, a copy of which
is attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $300,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from -the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 '3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 '4'
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
in
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110-0006
6117547.3 a09/12/13 —5—
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #30
THIS AGREEMENT, entered into this nth day of March , 2002 by and between the
CITY OF DOWNEY (hereinafter referred to as "City "), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $300,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the
budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section I.: Pursuant to the provisions of the Community Redevelopment Law of the State of California,
the City of Downey shall lend to the Commission the sum of $300,000 for the purpose of defraying project
expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of $300,000
(Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of
12% per annum, to the City from any available funds of the Commission, including the portion of taxes
mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when
such funds become available to the Commission and which legally may be utilized for such repayment, if such
funds are not reasonably needed for other purposes of the Commission. The Commission shall be entitled to
repay this loan from the proceeds of tax allocation bonds that the Commission may issue for such purpose in
the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DO EY
It
By:
a or 2 dith Perkins
Date: &r 1-9, o2O
ATTEST: /,
9.
i /
City Clerk
tmek
H.NCMANAGFRIPOWEiL %Redevlopment\AGR -30Aoc
COMMUNITY DEV O COMMISSION
By: t'W
Chair Meredith Perkins
Date: AU254 a., a-tq9o1-
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 31
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated September 23, 2003, a copy of
which is attached to this Restated Agreement as Exhibit "A" and incorporated herein by
this reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $200,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 '2—
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" From the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 4-
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
as
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
in
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/12/13 'S'
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #31
THIS AGREEMENT, entered into this 3n3 day of September_, 2003 by and between the
CITY OF DOWNEY (hereinafter referred to as "City"), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $200,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out the
budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of California,
the City of Downey shall lend to the Commission the sum of $200,000 for the purpose of defraying project
expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance with the
provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of $200,000
(Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the rate of
12% per annum, to the City from any available funds of the Commission, including the portion of taxes
mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of California, when
such funds become available to the Commission and which legally may be utilized for such repayment, if such
funds are not reasonably needed for other purposes of the Commission. The Commission shall be entitled to
repay this loan from the proceeds of tax allocation bonds that the Commission may issue for such purpose in
the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and through
their respective offices thereunto duly authorized on the date written below their signature.
CITY DOWNEY
By:
ayor Rick Tnejo
D. =psi -ubb 25, 2003
i
COMMUNITY DEVELOPMENT COMMISSION
By:
air Rick Trejo
Date: September 25, 2003
ATTEST:
7A
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 33
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated January 25, 2005, a copy of which
is attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $200,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110-0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 '4'
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
IN
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
in
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/12/13 —5—
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #33
THIS AGREEMENT, entered into this 25thday of January , 2005 by and between
the CITY OF DOWNEY (hereinafter referred to as "City"), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to Califomia
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $200,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out
the budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of
California, the City of Downey shall lend to the Commission the sum of $200,000 for the purpose of
defraying project expenses of the Commission.
Section 2: The Commission shall accept and adrninisterthe funds loaned to it in accordance
With the provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of
$200,000 (Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the
rate of 12% per annum, to the City from any available funds of the Commission, including the portion
of taxes mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of
Califomia, when such funds become available to the Commission and which legally may be utilized for
such repayment, if such funds are not reasonably needed for other purposes of the Commission. The
Commission shall be entitled to repay this loan from the proceeds of tax allocation bonds that the
Commission may issue for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
through their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DOWNEY
By r"' ", 1 `
Arfhe M. Bayer, Mayor
J
Date: .JQin . .2g , P005-
ATTEST:
Kathleen L. Midstokke, City Clerk
COMMUNITY DEVELOPMENT COMMISSION
By.
Anne M. Bayer, Chair /1
Date: T4M . :)"g
ATTEST:
/" --Io
Kaffifeen L. Midstokke, Secretary
Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 35
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated January 10, 2006, a copy of which
is attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $200,000 (the "Loan Balance ").
F. In January 2011, 'the Governor of California First proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09/12/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under -the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/12/13 —4'
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
By:
Gilbert A. Livas, City Manager
ATTEST:
Adria M. Jimenez, CMC, City Clerk
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/12/13 —5—
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #35
THIS AGREEMENT, entered into this 10th day of January , 2006 by and between
the CITY OF DOWNEY (hereinafter referred to as "City "), and the COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as "Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to California
Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $200,000 to assist it in
defraying expenses heretofore incurred and expenses which will be incurred hereinafter in carrying out
the budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do agree as
follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the State of
California, the City of Downey shall lend to the Commission the sum of $200,000 for the purpose of
defraying project expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in accordance
with the provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the amount of
$200,000 (Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest thereon, at the
rate of 12% per annum, to the City from any available funds of the Commission, including the portion
of taxes mentioned in Subdivision (b) of Section 33670 of the Health and Safety Code of the State of
California, when such funds become available to the Commission and which legally may be utilized for
such repayment, if such funds are not reasonably needed for other purposes of the Commission. The
Commission shall be entitled to repay this loan from the proceeds of tax allocation bonds that the
Commission may issue for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
through their respective offices thereunto duly authorized on the date written below their signature.
CITY OF DOWNEY
By: 0 (u,
Meredith Perkins, Mayor
Date: J • l�. 2 ,046
ATTEST:
) M'. Na 40 b
Kathleen L. Midstokke, City Clerk
COMMUNITY DEVELOPMENT COMMISSION
By:
Meredith Perkins, Chair
Date: .31"- • //, °2.006
ATTEST:
Kathleen L. Midstokke, Secretary
SAAgenda Memos CC 2006%agda0i IOW%OPR AGMr- 35.doc Exhibit "A"
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 37
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated January 23, 2007, a copy of which
is attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $1,000,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act, In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a09 /12 /13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and -the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/12/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates -the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/12/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If -the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
6981028110 -0006
6117547.3 a09/12/13 -4-
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
By:
Gilbert A. Livas, City Manager
ATTEST:
Adria M. Jimenez, CMC, City Clerk
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
By:
Gilbert A. Livas, Executive Director
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110-0006
6117547.3 a09/12/13 -5-
OPERATIVE AGREEMENT #37
THIS AGREEMENT, entered into this 23rd day of January , 2007 by
and between the CITY OF DOWNEY (hereinafter referred to as "City "), and the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as
'Commission").
WITNESSETH:
WHEREAS, the Commission is implementing Amendment Number 4 of the Firestone
Project Area pursuant to California Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $1,000,000 to
assist it in defraying expenses heretofore incurred and expenses which will be incurred
hereinafter in carrying out the budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do
agree as follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the
State of California, the City of Downey shall lend to the Commission the sum of $1,000,000
for the purpose of defraying project expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in
accordance with the provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the
amount of $1,000,000 (Fund 86) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest
thereon, at the rate of 12% per annum, to the City from any available funds of the
Commission, including the portion of taxes mentioned in Subdivision (b) of Section 33670 of
the Health and Safety Code of the State of California, when such funds become available to
the Commission and which legally may be utilized for such repayment, if such funds are not
reasonably needed for other purposes of the Commission. The Commission shall be entitled
to repay this loan from the proceeds of tax allocation bonds that the Commission may issue
for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed and through their respective offices thereunto duly authorized on the date written
below their signature.
CITY OF DOWNEY COMMUNITY DEVELOPMENT
OM ISSION
- (�(.`_
By: By:
Rick Trejo, Mayor Ri rejo, hair
Date: n 1- 2.G..,0'7 Date: 9) - 2
Kathleen L. Midstokke, City Clerk Kathleen L. Midstokke, Secretary
S:Wgenda Memos CC 2007%Agenda -Memos 012307\0per Agmt 37 -38 City.doc Exhibit «A„
RESTATED AND AMENDED
OPERATIVE AGREEMENT NO. 38
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Operative Agreement, dated January 23, 2007, a copy of which
is attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $150,000 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1, 2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110 -0006
6117547.3 a0W13/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34.191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as deterrnined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/13/13 —2—
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/13/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
61 17547.3 a09/13/13 —4—
IN WITNESS WHEREOF, the City and -the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
JIM
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/13/13 -5-
Gilbert A. Livas, Executive Director
OPERATIVE AGREEMENT #38
THIS AGREEMENT, entered into this 23 day of Jani,anr , 2007 by
and between the CITY OF DOWNEY (hereinafter referred to as "City "), and the COMMUNITY
DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY (hereinafter referred to as
"Commission ").
WITNESSETH:
WHEREAS, the Commission is implementing the Woodruff Project Area pursuant to
California Redevelopment Law; and
WHEREAS, the Commission has certain operating expenses;
WHEREAS, said Commission requests a loan from the City in the sum of $150,000 to
assist it in defraying expenses heretofore incurred and expenses which will be incurred
hereinafter in carrying out the budgeted projects of said Commission.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties heretofore do
agree as follows:
Section 1: Pursuant to the provisions of the Community Redevelopment Law of the
State of California, the City of Downey shall lend to the Commission the sum of $150,000 for
the purpose of defraying project expenses of the Commission.
Section 2: The Commission shall accept and administer the funds loaned to it in
accordance with the provisions of said Community Redevelopment Law
Section 3: The Treasurer of the City is authorized to credit the Commission in the
amount of $150,000 (Fund 89) from the City's General Fund.
Section 4: The Commission shall repay the City for said loan and pay interest
thereon, at the rate of 12% per annum, to the City from any available funds of the
Commission, including the portion of taxes mentioned in Subdivision (b) of Section 33670 of
the Health and Safety Code of the State of California, when such funds become available to
the Commission and which legally may be utilized for such repayment, if such funds are not
reasonably needed for other purposes of the Commission. The Commission shall be entitled
to repay this loan from the proceeds of tax allocation bonds that the Commission may issue
for such purpose in the future.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed and through their respective offices thereunto duly authorized on the date written
below their signature.
CITY OF DOWNEY
By: By:
Rick Trejo, Mayor
COMMUNITY DEVELOPMENT
COMMISSION
Ric rejo, r
Date: -S 1 -25 - -o`7 Date: o I. - 2S . ,n 7
A T',14 �! aA iL.%1C
Kathleen L. Midstokke, City Clerk Kathleen L. Midstokke, Secretary
Exhibit "A"
RESTATED AND AMENDED
AGREEMENT FOR SERVICE OPERATIVE AGREEMENT
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. "fhe Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. "fhe CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Agreement for Service Agreement, dated April 10, 2010, a copy
of which is attached to this Restated Agreement as Exhibit "A" and incorporated herein
by this reference ( "Repayment Agreement "). The balance remaining under the
Repayment Agreement is $646,570 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABxl 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in California Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1,2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
authority, rights, powers, duties, and obligations previously vested with the CDC, except
698/028110-0006
6117547.3 a09/13/13
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110-0006
6117547.3 a09/13/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. _Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. _Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/13/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in -the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110-0006
6117547.3 a09/13/13 '4'
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
in
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
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Gilbert A. Livas, Executive Director
OVERSIGHT BOARD RESOLUTION NO._
A RESOLUTION OF THE OVERSIGHT BOARD OF THE DOWNEY
SUCCESSOR AGENCY APPROVING RESTATED AND AMENDED
LOAN AGREEMENTS BETWEEN THE CITY OF DOWNEY AND THE
DOWNEY SUCCESSOR AGENCY
WHEREAS, the Oversight Board for the Downey Successor Agency (the "Oversight
Board ") has been appointed pursuant to the provisions of Health and Safety Code Section
34179, and
WHEREAS, the Downey Successor Agency ( "Successor Agency ") is a public agency
pursuant to Health and Safety Code Section 34173; and
WHEREAS, the City of Downey ( "City ") is a California municipal corporation operating
under the laws of the State of California; and
WHEREAS, the Downey Community Development Commission ( "CDC ") is a public
body, corporate and politic, exercising governmental functions and previously exercised powers
under the Community Redevelopment Law, Health and Safety Code Section 33000 et seq.
( "CRL "); and
WHEREAS, under the CRL, the City had the expressed authority to provide the CDC
with financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code Sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601, 33610,
33614; see also Government Code section 53600 et seq.); and
WHEREAS, pursuant to the authority granted under the CRL, the City and CDC entered
into certain Operative Agreements, Public Works Master Agreement and City Aid Master
Agreement ( "Loan Agreements "). A list of the Loan Agreements are attached hereto as Exhibit
"A" and incorporated herein by this reference; and
WHEREAS, in January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an estimated $25
billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First Extraordinary Session of
the California Legislature ( "ABA 26 ") was enacted as a bill related to the 2011 Budget Act. In
June 2012, Assembly Bill 1484 from the 2011 -2012 Regular Session of the California
Legislature ( "AB 1484 ") was enacted as a bill related to the 2012 Budget Act. ABx1 26, as
modified by the California Supreme Court Decision in California Redevelopment Association v.
Matosantos (2011) 53 Cal.4th 231, dissolved all redevelopment agencies and redevelopment
functions of community development commissions in California on February 1, 2012; and
WHEREAS, pursuant to Health and Safety Code Section 34173, added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all authority,
rights, powers, duties, and obligations previously vested with the CDC, except for those
provisions of the CRL that were repealed, restricted, or revised pursuant to Part 1.85 of
Division 24 of the Health and Safety Code; and
WHEREAS, pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city and
county that created the redevelopment agency and the redevelopment agency, not entered into
within the first two years of the creation of the redevelopment agency, were not "enforceable
obligations "; and
OB RESOLUTION NO.
PAGE 2
WHEREAS, pursuant to Health and Safety Code section 34191.4(b), added by AB 1484,
loan agreements between the city, county or city and county that created the redevelopment
agency and the redevelopment agency shall be deemed "enforceable obligations" so long as a
successor agency receives a "finding of completion" pursuant to Health and Safety Code
Section 34179.7 and the successor agency's oversight board makes a finding that the loans
were for legitimate redevelopment purposes; and
WHEREAS, pursuant to Health and Safety Code Section 34180(a), added by ABx1 26
and amended by AB 1484, an oversight board is authorized to approve a request by a
successor agency to reestablish loan agreements between the successor agency and the city,
county, or city and county that formed the redevelopment agency in accordance with the
provisions in Health and Safety Code Section 34191.4; and
WHEREAS, pursuant to Health and Safety Code Section 34191.4(b)(2), if an oversight
board finds that the loan is an enforceable obligation, any accumulated interest on the
remaining principal amount of the loan shall be recalculated from origination at the interest rate
earned by funds deposited into the Local Agency Investment Fund, and the loan must be repaid
to the city, county, or city and county in accordance with a defined schedule over a reasonable
term of years at an interest rate not to exceed the interest rate earned by funds deposited into
the Local Agency Investment Fund. The annual loan repayments provided for in the recognized
obligations payment schedules are subject to the additional following provisions:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year. Beginning in the
2013 -14 fiscal year, the maximum repayment amount authorized each fiscal year for
repayments made for a reestablished city /redevelopment agency loan and
repayments for any amounts owed to the former redevelopment agency's Low and
Moderate Income Housing Fund as repayment for the funding of the Supplemental
Education Revenue Augmentation Fund ( SERAF) shall be equal to one -half of the
increase between the amount distributed to the taxing entities pursuant to Health and
Safety Code Section 34183(a)(4) in that fiscal year and the amount distributed to
taxing entities pursuant to that paragraph in the 2012 -13 base year. Loan or deferral
repayments made to city /redevelopment agency loans are to be second in priority to
amounts to be repaid as part of any SERAF loan.
(B) Payments received by a city, county, or city and county that formed the
redevelopment agency shall first be used to retire any outstanding amounts
borrowed and owed to the Low and Moderate Income Housing Fund of the former
redevelopment agency for purposes of the SERAF and shall be distributed to the
Low and Moderate Income Housing Asset Fund established pursuant to Health and
Safety Code Section 34176(d).
(C) Twenty percent of any loan repayment for a city /redevelopment agency loan shall
be deducted from the loan repayment amount and shall be transferred to the Low
and Moderate Income Housing Asset Fund established pursuant to Health and
Safety Code section 34176(d), after all outstanding loans from the Low and
Moderate Income Housing Fund for purposes of the SERAF have been repaid; and
WHEREAS, the CDC did not pay for the SERAF requirement with any funds from the
former Low and Moderate Income Housing Fund; and
WHEREAS, none of the Loan Agreements has accumulated interest, as the CDC paid
such accumulated interest; and
OB RESOLUTION NO.
PAGE 3
WHEREAS, the Successor Agency received its "Finding of Completion" on or about
MAY 15, 2013.
WHEREAS, the Loan Agreements were proper and legally- authorized loan agreements
under the CRL made by the City to the CDC for legitimate redevelopment purposes, including
but not limited to the elimination of blight in the redevelopment project areas, administrative
functions, and construction of public infrastructure; and
WHEREAS, if the amounts due under the Loan Agreements were not paid back to the
City, then other public services provided by the City, such as public safety, fire protection, wet
and dry utilities, and waste and water management, would be impacted, thereby negatively
impacting the other taxing entities and their provision of services that use and benefit from these
City services; and
WHEREAS, each of the Loan Agreements, upon approval by the Oversight Board, will
have an Restated and Amended Agreement (attaching the original Loan Agreement) with the
Restated and Amended Agreement restating the terms and conditions of the original Loan
Agreement and amending it to conform to the loan repayment terms required by Health and
Safety Code Section 34191.4(b), added by AB 1484. The Restated and Amended Agreements
for each Loan Agreement are attached hereto as Exhibits "B" through "N" and incorporated
herein by this reference (the "Restated Agreements ").
NOW, THEREFORE, BE IT RESOLVED by the Oversight Board as follows:
Section 1. The above recitals are true and correct and incorporated herein.
Section 2. The Oversight Board hereby finds and declares as follows:
A. Each Loan Agreement is a "loan agreement" as described in Health and Safety
Code Section 34191.4(b).
B. Each Loan Agreement was for legitimate redevelopment purposes, including the
following:
(i) The CDC was implementing the redevelopment of the project area(s)
under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the specific Loan Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically authorized
the City to assist the CDC, and for the CDC to accept funding from any public or
private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code Sections 33132, 33133, and 33600)
specifically authorized the CDC to accept financial assistance from public sources,
including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
OB RESOLUTION NO.
PAGE 4
(iv) The CRL (Health and Safety Code Section 33220) specifically authorized
the CDC to enter into agreements with any other public body, including the City, for
the purpose of aiding and cooperating in the planning, undertaking, construction, or
operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code Sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of
the value of the land for and the cost of the installation and construction of any
publicly owned building, facility, structure, or other improvement;
(vi) The CRL (Health and Safety Code Section 33601) specifically authorized
the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions
of such loan or grant;
(vii) The CRL (Health and Safety Code Section 33610) specifically authorized
the City to appropriate to the CDC such amounts as the City deemed necessary for
the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided;
(viii) California law (Government Code sections 53600 et seq. and 53601(e)
specifically) authorized the City to invest moneys not required for the immediate
needs in evidences of indebtedness of any local agency, including the CDC, within
the State of California.
C. Based on the facts applicable to the Loan Agreements, the amended repayment
terms in the Restated Agreements complies with the limitations on the terms of
repayment for the Loan Agreements.
D. The Loan Agreements, as restated and modified by the Restated Agreements, are
"enforceable obligations."
Section 3. The Oversight Board hereby approves the Restated Agreements and
authorizes the City and Successor Agency to enter into and execute the same.
Section 4. The Secretary shall certify to the adoption of this Resolution.
OB RESOLUTION NO.
PAGE 5
APPROVED AND ADOPTED this 19th day of September, 2013.
BRIAN SAEKI, Chairman
ATTEST:
ADRIA M. JIMENEZ, Secretary
State of California )
County of Los Angeles )ss.
City of Downey )
I, Adria M. Jimenez, Secretary of the Oversight Board of the Successor Agency to the
former Redevelopment Agency of the City of Downey, California ( "Oversight Board "), do hereby
certify the foregoing Resolution was duly adopted by said Oversight Board at an adjourned
regular meeting held on the 19th day of September, 2013, by the following vote, to sit:
Ayes: Oversight Board Members:
Noes: Oversight Board Members:
Absent: Oversight Board Members:
Abstained: Oversight Board Members:
ADRIA M. JIMENEZ, Secretary
ORDINANCE NO. 07 -1210
PAGE THREE
EXHIBIT A
AGREEMENT FOR SERVICES
BETWEEN
CITY OF DOWNEY
AND
COMMUNITY DEVELOPMENT COMMISSION OF THE
CITY OF DOWNEY
THIS AGREEMENT is entered into on April 10 , 2007, between the
COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY,
CALIFORNIA, a public body, corporate and.politic (the "Corrimission "),.and the CITY OF
DOWNEY, a municipal corporation (the "City").
RECITALS
A. The City, acting under the provisions of the California Community
Redevelopment Law, has adopted Amendment Number 4 of the Firestone Project area
and the Woodruff Project Area (collectively the "Projects ").
B The Commission is implementing the Projects in accordance to
California Redevelopment Law.
C. The City desires to aid and cooperate with the Commission in carrying
out the Projects and to insure the Commission has adequate financial resources to cant'
out its functions.
D. In order to avoid duplication of services and reduce administrative
overhead costs to the Commission related to the Commission's execution of the Projects,
Commission desires to utilize already existing City facilities, services and personnel in
order to accomplish such purposes, and further desires to borrow funds from the City
sufficient to cover the cost of these facilities and services.
E. The Commission is pursuing a number of activities within the
Projects' areas that will carry out the purposes of Redevelopment Law and which the City
ORDINANCE NO. 07 -1210
PAGE FOUR
is also interested in moving forward. The Commission has a need for long -term source of
funds which it can repay with tax increment revenue.
F. The Commission and City wish to enter a mutually beneficial
Agreement that will allow the Commission to continue to pursue the Projects.
THE COMMISSION AND CITY agree as follows:
1. Commitment, The City hereby commits to loan money to the
Commission, on the terms and conditions set forth herein, for redevelopment purposes.
2. Amount of Commitment. The City agrees to loan the Commission a
total of $22,000,000 (twenty -two million dollars) to be disbursed in annual amounts to be
determined as described in paragraph 4 of this Agreement.
3. City Services. City agrees to provide the Commission all necessary
services of the City's employees, City facilities, contractors and other services of the City
(the "City services ") in order that the Commission may accomplish the purposes of the
Projects.
4. Method and Amounts of Payment for City Services. Prior to the end of
each fiscal year during which this Agreement is in effect, the Executive Director of the
Commission (or his or her designee) shall provide to the City Manager of the City (or his or
her designee) in writing, a report (the "report ") of the estimated cost of the City services to
the Projects during the upcoming fiscal year of the Commission and the amount of funds
(the "funds ") needed to support such costs. Such report shall separately list the Projects
and allocate the estimated costs for each Project. Such report shall be made in
accordance with the amounts contained in the corresponding adopted budget of the
Commission. The City shall loan (the "loans ") to the Commission an amount equal to funds
needed by Commission as indicated in the report, and such funding will be provided within
30 days of the City's receipt of the report.
If the upcoming Commission budget has not been adopted prior to the end of
the fiscal year, then the report may be delayed until the budget has been adopted. Once
the budget has been adopted, and the report made, then City shall loan to the Commission
ORDINANCE NO. 07-1210
PAGE FIVE
an amount equal to funds needed by the Commission as indicated in the report within 30
days of the City's receipt of the report.
5. Use of Funds. The Commission shall use the funds in accordance with
the Community Redevelopment law of the State of California.
6. Repayment of Loan. The Commission shall repay the loan and pay
interest thereon, at the rate of 12% per annum, to the City from any available financial
resources of the Commission, including the portion of taxes mentioned in Section 33670 of
the Health and Safety Code of the State of California, which are generally known as
property tax increment revenues.
7. Defaults, Remedies. The payment of these amounts by the
Commission shall be secured by "tax increment generated from the Projects," which, for
the purposes of this Agreement shall mean property taxes paid on taxable property within
the Projects and annually allocated and paid to the Commission pursuant to Section 33670
et seg. of the California Health and Safety Code, subject to (1) any amounts required to be
set aside for low- and moderate - income housing purposes pursuant to California Health
and Safety Code Section 33334.6 and (2) all existing or future bonded indebtedness
incurred by the Commission relating to the implementation of the Redevelopment Plans for
the Projects. The City shall have a lien against such tax increment generated from the
Projects in the amount of any unpaid past -due payments. Failure by the Commission to
make the above - described payments shall constitute a default under this Agreement, and
the City may institute legal action to cure, correct or remedy such default, to recover
damages for such default, or to obtain any other remedy including injunctive or declaratory
relief, consistent with the purpose of this Agreement.
8. Indebtedness of Commission. This Agreement constitutes an
indebtedness of the Commission incurred in carrying out the Projects, and a pledging of
tax allocations from the Projects to repay the indebtedness, under the provisions of
Section 16 of Article XVI of the California Constitution and Sections 33670 -33674 of the
Health and Safety Code; provided, however, that the pledge of tax allocations shall always
be subordinate and subject to the right of the Commission to pledge or commit tax
allocations from the Projects to repay bonds or other indebtedness incurred by the
Commission in carrying out the Projects.
ORDINANCE NO. 07-1210
PAGE SIX
9. Alternate Repayment. The Commission shall be entitled to repay the
loan from the proceeds of tax allocation bonds that the Commission may issue for such
purpose in the future.
10. Liability and Indemnification. Pursuant to Section 895.4 of the
Government Code, the Commission and the City agree that each will assume the full
liability imposed on it or any of its officers, agents or employees for injury caused by a
negligent or wrongful act or omission occurring in the performance of this Agreement, and
each party agrees to indemnify and hold harmless the other party for any loss, cost or
expense that may be imposed on the other party by virtue of Sections 895.2 and 895.6 of
the Government Code.
11. Termination of Agreement. This Agreement and the obligations of
the City and the Commission shall terminate on written notice by either party of such
termination, or until the termination of the Projects, whichever occurs first.
ATTEST:
THE PARTIES have executed this Agreement as of the date stated above
COMMUITY DEVELOPMENT COMMISSION
OF THE CITY OF DOWNEY
GERALD M. CATON, Executive Director
CITY OF DOWNEY, a Municipal Corporation
RICK TREJO, ayor
APPROVED TO FORM:
KA N L. MIDSTOKKE, City Clerk CHARLES S. VOSE, City Attorney
RESTATED AND AMENDED
PUBLIC WORKS AGREEMENT
This RESTATED AND AMENDED OPERATIVE AGREEMENT ( "Restated
Agreement ") is entered into this day of , 2013, by and between the
City of Downey ( "City "), a California municipal corporation, and the Downey Successor
Agency ( "Successor Agency "), a public agency pursuant to Health and Safety Code
section 34173, and is approved by the Oversight Board of the Successor Agency
( "Oversight Board ").
A. The City is a California municipal corporation operating under the laws of
the State of California.
B. The Community Development Commission of the City of Downey ( "CDC "),
a public body, corporate and politic, exercised governmental functions and powers
under the Community Redevelopment Law, Health and Safety Code section 33000 et
seq. ( "CRL ").
C. The CDC had the power to undertake redevelopment activities for
purposes of implementing the redevelopment plan(s) for the CDC's redevelopment
project area(s).
D. Under the CRL, the City had the expressed authority to provide CDC with
financial assistance for purposes of implementing redevelopment activities (see, e.g.,
Health and Safety Code sections 33132, 33133, 33220, 33445, 33445.1, 33600, 33601,
33610, 33614; see also Government Code section 53600 et seq.).
E. Pursuant to the authority granted under the CRL, the City and CDC
entered into that certain Public Works Agreement for Amendment No. 4 Project Area
and Woodruff Redevelopment Project Area, dated April 10, 2007, a copy of which is
attached to this Restated Agreement as Exhibit "A" and incorporated herein by this
reference ( "Repayment Agreement "). The balance remaining under the Repayment
Agreement is $4,400,000.00 (the "Loan Balance ").
F. In January 2011, the Governor of California first proposed as part of the
2011 -12 budget the possible dissolution of redevelopment agencies to cover an
estimated $25 billion shortfall. In June 2011, Assembly Bill 26 from the 2011 -12 First
Extraordinary Session of the California Legislature ( "ABA 26 ") was enacted as a bill
related to the 2011 Budget Act. In June 2012, Assembly Bill 1484 from the 2011 -2012
Regular Session of the California Legislature ( "AB 1484 ") was enacted as a bill related
to the 2012 Budget Act. ABx1 26, as modified by the California Supreme Court
Decision in Califomia Redevelopment Association v. Matosantos (2011) 53 CalAth 231,
dissolved all redevelopment agencies and redevelopment functions of community
development commissions in California on February 1,2012.
G. Pursuant to Health and Safety Code section 34173 added by ABx1 26 and
amended by AB 1484, the Successor Agency assumed on February 1, 2012, all
698/028110 -0006
6117547.3 a09/13/13
authority, rights, powers, duties, and obligations previously vested with the CDC, except
for those provisions of the CRL that were repealed, restricted, or revised pursuant to
Part 1.85 of Division 24 of the Health and Safety Code.
H. Pursuant to Health and Safety Code section 34179, added by ABx1 26
and amended by AB 1484, members of the Oversight Board have been duly appointed.
I. Pursuant to Health and Safety Code Section 34171(d)(2), added by ABx1
26, commencing on February 1, 2012, loan agreements between the city, county, or city
and county that created the redevelopment agency and the redevelopment agency, not
entered into within the first two years of the creation of the redevelopment agency, were
not "enforceable obligations ".
J. Pursuant to Health and Safety Code section 34191.4(b), added by AB
1484, loan agreements between the city, county or city and county that created the
redevelopment agency and the redevelopment agency shall be deemed "enforceable
obligations" so long as an oversight board makes a finding that the loans were for
legitimate redevelopment purposes.
K. The Oversight Board hereby finds that the Repayment Agreement is a
"loan agreement" as described in Health and Safety Code section 34191.4(b), and that
the Repayment Agreement was for legitimate redevelopment purposes based upon the
following:
(i) The CDC was implementing the redevelopment of the project
area(s) under the duly adopted redevelopment plan(s) and the CRL as referenced and
identified in the Repayment Agreement;
(ii) The redevelopment plan(s) for the project area(s) specifically
authorized the City to assist the CDC, and for the CDC to accept funding from any
public or private agency, including the City, in furtherance of redevelopment activities
authorized under the CRL;
(iii) The CRL (Health and Safety Code sections 33132, 33133, and
33600) specifically authorized the CDC to accept financial assistance from public
sources, including the City, and to expend those moneys for any redevelopment project
within the CDC's area of operation or for the CDC's activities, powers, and duties;
(iv) The CRL (Health and Safety Code section 33220) specifically
authorized the CDC to enter into agreements with any other public body, including the
City, for the purpose of aiding and cooperating in the planning, undertaking,
construction, or operation of redevelopment projects upon the terms and with or without
consideration as determined necessary by the CDC;
(v) The CRL (Health and Safety Code sections 33445 and 33445.1)
specifically authorized the CDC, with the consent of the City, to pay all or a part of the
value of the land for and the cost of the installation and construction of any publicly
owned building, facility, structure, or other improvement;
698/028110 -0006
6117547.3 a09/13/13 -2-
(vi) The CRL (Health and Safety Code section 33601) specifically
authorized the CDC to borrow money from any public agency, including the City, for any
redevelopment project within its area of operation, and comply with any conditions of
such loan or grant;
(vii) The CRL (Health and Safety Code section 33610) specifically
authorized the City to appropriate to the CDC such amounts as the City deemed
necessary for the administrative expenses and overhead of the CDC, with such moneys
appropriated by the City to be repaid by the CDC as a loan on such terms and
conditions as the City may have provided.
(viii) California law (Government Code sections 53600 et seq. and
53601(e) specifically) authorized the City to invest moneys not required for the
immediate needs in evidences of indebtedness of any local agency, including the CDC,
within the State of California.
L. The CDC did not loan any Low and Moderate Income Housing Funds to
pay the Supplemental Education Revenue Augmentation Fund (SERAF), so there is no
requirement to repay the housing successor entity any amount pursuant to Health and
Safety Code sections 34176(e)(6) and 34191.4(b)(2).
M. Pursuant to Health and Safety Code section 34191.4(b), the Successor
Agency, having received its "Finding of Completion" from the California Department of
Finance, seeks Oversight Board approval of this Restated Agreement, as set forth
herein.
AGREEMENT
Based upon the foregoing Recitals, which are incorporated herein by this
reference, and for good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the City and Successor Agency agree as follows:
1. Restatement of Repayment Agreement. Subject to the terms and
conditions in this Restated Agreement, the Successor Agency hereby restates the
Repayment Agreement is an "enforceable obligation," and, except as modified by this
Restated Agreement, the terms and conditions of the Repayment Agreement shall
remain in full force and effect.
2. Amended Repayment Terms. Pursuant to Health and Safety Code
section 34191.4(b)(2), the Loan Balance shall be repaid to the City in accordance with a
defined schedule over a reasonable term of years at an interest rate not to exceed the
interest rate earned by funds deposited into the Local Agency Investment Fund. Annual
repayments on the Loan Balance shall be subject to the following:
(A) Repayments shall not be made prior to the 2013 -14 fiscal year.
Beginning in the 2013 -14 fiscal year, the maximum repayment amount
authorized each fiscal year for repayments made shall be equal to one -
half of the increase between the amount distributed to the taxing entities
698/028110 -0006
6117547.3 a09/13/13 -3-
pursuant to Health and Safety Code section 34183(a)(4) in that fiscal year
and the amount distributed to taxing entities pursuant to that paragraph in
the 2012 -13 base year.
(B) Twenty percent of any loan repayment shall be deducted from the loan
repayment amount and shall be transferred to the Low and Moderate
Income Housing Asset Fund established pursuant to Health and Safety
Code section 34176(d).
3. Reservation of Rights. Both the City and the Successor Agency hereby
reserve any and all rights, and do not waive any rights which they may now or in the
future have, for repayment under the Repayment Agreement, including but not limited to
the right to receive repayment under the existing Repayment Agreement as may be
authorized pursuant to any current or future law, administrative or judicial decision, or
otherwise.
4. Effective Date. This Restated Agreement shall be effective only upon the
approval of the Oversight Board. If the City and the Successor Agency have not
approved this Restated Agreement prior to the approval of the Oversight Board, then
the City and Successor Agency may approve this Restated Agreement by ratification
thereof at a duly noticed public meeting of the City Council.
5. City Manager /Executive Director Authorization. The City Manager shall
have the authority to execute this Restated Agreement on behalf of the City, and the
Successor Agency's Executive Director shall have the authority to execute this Restated
Agreement on behalf of the Successor Agency. The City Manager or designee shall
have the authority to take any and all implementing actions to effectuate the terms and
conditions of this Restated Agreement, including but not limited to establishing and
modifying a repayment schedule subject to the limitations of the annual repayments on
the Loan Balance set forth herein.
[signatures on next page]
698/028110 -0006
6117547.3 a09/13/13 '4—
IN WITNESS WHEREOF, the City and the Successor Agency enter into this
Restated Agreement as of the date first set forth above.
CITY OF DOWNEY, a California municipal
corporation
ATTEST:
Adria M. Jimenez, CMC, City Clerk
Gilbert A. Livas, City Manager
DOWNEY SUCCESSOR AGENCY, a
public agency pursuant to Health and
Safety Code section 34173
By:
Gilbert A. Livas, Executive Director
ATTEST:
Adria M. Jimenez, Secretary
APPROVED AS TO FORM:
Yvette M. Abich Garcia, City Attorney
698/028110 -0006
6117547.3 a09/13/13 —5—
ORDINANCE NO. 07 -1210
PAGE SEVEN
EXHIBIT B
PUBLIC WORKS AGREEMENT
(AMENDMENT NUMBER 4 OF FIRESTONE REDEVELOPMENT PROJECT)
THIS AGREEMENT is entered into on April, 10 , 2007,
between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY,
CALIFORNIA, a public body, corporate and politic ( "Commission "), and the CITY OF
DOWNEY, CALIFORNIA, a municipal corporation ( "City ")
RECITALS
A. The Commission is undertaking certain activities necessary for the
execution of the Firestone Amendment Number 4 Redevelopment Project (the "Project ")
under the provisions of the California Community Redevelopment Law and pursuant to the
Redevelopment Plan for the Project.
B. The Commission and the City Council of the City have determined
that certain street, utility and other public improvements described in this Agreement are of
benefit to the Project and that no other reasonable means of financing such improvements
is available to the community.
FOLLOWS:
AGREEMENTS
NOW, THEREFORE, THE COMMISSION AND THE CITY AGREE AS
1. Public Improvement Work. The City shall cause to be designed,
constructed and installed within, or of benefit to, the Project certain street, utility and other
public improvements (the "Improvements ") in a satisfactory and proper manner pursuant to
plans and specification to be prepared by the City and submitted to Commission prior to
obtaining bids. The Improvements are described in Exhibit "A," attached hereto and made
a part of this Agreement.
2. Right -of -Way Acquisition. The City shall acquire all land, rights -of -way
and other property interests as necessary in order to complete the Improvements.
3. Time of Performance. Prior to July 20 of each year during which this
Agreement is in effect, the Executive Director of the Commission shall direct the City
ORDINANCE NO. 07 -1210
PAGE EIGHT
Engineer, in writing, as to what portion of the Improvements listed in Exhibit "A" are to be
constructed during the coming fiscal year of the Commission. Such direction shall list the
Improvements to be constructed, and shall contain an amount (the "amount') of estimate
of the cost of such Improvements. Such direction shall also be in accordance with the
adopted budget of the Commission.
4. Loan and Method of Payment.
a. Repayment. The Commission shall repay the loan and pay
interest thereon, at the rate of 7% per annum, to the City from any available financial
resources of the Commission, including the portion of taxes mentioned in Section 33670 of
the Health and Safety Code of the State of California, which are generally known as
property tax increment revenues.
b. Maximum Loans. The total amount to be loaned by the
Commission for all work performed under this Agreement shall not exceed the sum of
THIRTY MILLION DOLLARS ($30,000,000.00) without further Commission and City
approval.
C. Defaults; Remedies. The payment of these amounts by the
Commission shall be secured by "tax increment generated from the project area," which,
for the purposes of this Agreement, shall mean property taxes paid on taxable property
within the Firestone Amendment Number 4 Redevelopment Project Area and annually
allocated and paid to the Commission pursuant to Section 33670 et seg. of the California
Health and Safety Code, subject to (1) any amounts required to be set aside or low- and
moderate- income housing purposes pursuant to California Health and Safety Code
Section 33334.6 and (2) all existing or future bonded indebtedness incurred by the
Commission relating to the implementation of the Redevelopment Plan for the Project.
The City shall have a lien against such tax increment generated from the Project in the
amount of any unpaid, past-due payments.
Failure by the Commission to make the above - described payments
shall constitute a default under this Agreement, and the City may institute legal action to
cure, correct or remedy such default, to recover damages for such default or to obtain any
i
ORDINANCE NO. 07 -1210
PAGE NINE
other remedy, including injunctive or declaratory relief, consistent with the purpose of this
Agreement.
5. Indebtedness of Commission. This Agreement constitutes an
indebtedness of the Commission incurred in carrying out the Project, and a pledging of tax
allocations from the Project to repay the indebtedness, under the provisions of Section 16
of Article XVI of the California Constitution and Sections 33670 -33674 of the Health and
Safety Code; provided, however, that the pledge of tax allocations shall always be
subordinate and subject to the right of the Commission to pledge or commit tax allocations
from the Project to repay bonds or other indebtedness incurred by the Commission in
carrying out the Project.
6. Liability and Indemnification. Pursuant to Section 895.4 of the
Government Code, the Commission and the City agree that each will assume the full
liability imposed on it or any of its officers, agents or employees for injury caused by a
negligent or wrongful act or omission occurring in the performance of this Agreement, and
each party agrees to indemnify and hold harmless the other party for any loss, cost or
expense that may be imposed on the other party by virtue of Sections 895.2 and 895.6 of
the Government Code.
7. Termination of Agreement. This Agreement and the obligations of the
City and the Commission shall terminate on the completion of the Improvements by the
City and the full payment by the Commission to the City of the costs for the improvements
as provided in this Agreement.
THE PARTIES have executed this Agreement as of the date stated above
APPROVED AS FOR
ar� y Q;,
CHARLES S. VOSE, City orney
EST:
H EEN L. MIDSTOK E, City Clerk
COMMUNITY DEVELOPMENT
COMMIS ON OF THE CITY OF DOWNEY
GERALD M. CATON, Executive Director
CITY OF DOWNEY, CALIFORNIA, a
M l Corpor i
RI K TR , ayor
ORDINANCE NO. 07 -1210
PAGE TEN
Exhibit A
Firestone Amendment Number 4 Redevelopment Project Area
Capital Needs
Public-Parking Garages
Streetlight upgrade or replacement
Firestone Amendment Number 4 landscape and landscape
master plan and implementation
Traffic signalization upgrade
Transportation
Over and underpasses
Bridges
Street improvements
Streetscape improvements
Curbs, gutters and sidewalks
Streetlights
Traffic signals and signage
Motor vehicle parking facilities
Utilities
Sewers and storm drains
Electrical distribution systems
Water distribution systems
Communication systems
Undergrounding of utility overhead lines
Recreation
Parks, plazas and playgrounds
Landscaped areas and pedestrian paths
Public Facilities
Construction, rehabilitation and upgrading of police,
education, recreation, library, fire, public health
and other public facilities buildings.
ff�
F
ORDINANCE NO. 07 -1210
PUBLIC WORKS AGREEMENT
(WOODRUFF REDEVELOPMENT PROJECT)
THIS AGREEMENT is entered into on Apr; Z 1n , 2007,
between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF DOWNEY,
CALIFORNIA, a public body, corporate and politic ( "Commission "), and the CITY OF
DOWNEY, CALIFORNIA, a municipal corporation ( "City ")
RECITALS
A. The Commission is undertaking certain activities necessary for the
execution of the Woodruff Redevelopment Project-(the "Project ") under the provisions of
the California Community Redevelopment Law and pursuant to the Redevelopment Plan
for the Project.
B. The Commission and the City Council of the City have determined
that certain street, utility and other public improvements described in this Agreement are of
benefit to the Project and that no other reasonable means of financing such improvements
is available to the community.
FOLLOWS:
AGREEMENTS
NOW, THEREFORE, THE COMMISSION AND THE CITY AGREE AS
1. Public Improvement Work. The City shall cause to be designed,
constructed and installed within the Project certain street, utility and other public
improvements (the "Improvements ") in a satisfactory and proper manner pursuant to plans
and specification to be prepared by the City and submitted to Commission prior to
obtaining bids. The Improvements are described in Exhibit "A," attached hereto and made
a part of this Agreement.
2. Right -of -Way Acquisition. The City shall acquire all land, rights -of -way
and other property interests as necessary in order to complete the Improvements.
3. Time of Performance. Prior to July 20 of each year during which this
Agreement is in effect, the Executive Director of the Commission shall direct the City
ORDINANCE NO. 07-1210
I? J
Engineer, in writing, as to what portion of the Improvements listed in Exhibit "A" are to be
constructed during the coming fiscal year of the Commission. Such direction shall list the
Improvements to be constructed, and shall contain an amount (the "amount ") of estimate
of the cost of such Improvements. Such direction shall also be in accordance with the
adopted budget of the Commission.
4. Loan and Method of Payment.
a. Repayment. The Commission shall repay the loan and pay
interest thereon, at the rate of 7% per annum, to the City from any available financial
resources of the Commission, including the portion of taxes mentioned in Section 33670 of
the Health and Safety Code of the State of California, which are generally known as
property tax increment revenues.
b. Maximum Loans. The total amount to be loaned by the
Commission for all work performed under this Agreement shall not exceed the sum of
TWENTY MILLION DOLLARS ($20,000,000.00) without further Commission and City
approval.
C. Defaults; Remedies. The payment of these amounts by the
Commission shall be secured by "tax increment generated from the project area," which,
for the purposes of this Agreement, shall mean property taxes paid on taxable property
within the Woodruff Redevelopment Project Area and annually allocated and paid to the
Commission pursuant to Section 33670 et seq. of the California Health and Safety Code,
subject to (1) any amounts required to be set aside or low- and moderate - income housing
purposes pursuant to California Health and Safety Code Section 33334.6 and (2) all
existing or future bonded indebtedness incurred by the Commission relating to the
implementation of the Redevelopment Plan for the Project. The City shall have a lien
against such tax increment generated from the Project in the amount of any unpaid, past -
due payments.
Failure by the Commission to make the above - described payments
shall constitute a default under this Agreement, and the City may institute legal action to
cure, correct or remedy such default, to recover damages for such default or to obtain any
other remedy, including injunctive or declaratory relief, consistent with the purpose of this
Agreement.
ORDINANCE NO. 07 -1210
8. Indebtedness of Commission. This Agreement constitutes an
indebtedness of the Commission incurred in carrying out the Project, and a pledging of tax
allocations from the Project to repay the indebtedness, under the provisions of Section 16
of Article XVI of the California Constitution and Sections 33670 -33674 of the Health and
Safety Code; provided, however, that the pledge of tax allocations shall always be
subordinate and subject to the right of the Commission to pledge or commit tax allocations
from the Project to repay bonds or other indebtedness incurred by the Commission in
carrying out the Project.
9. Liability and Indemnification. Pursuant to Section 895.4 of the
Government Code, the Commission and the City agree that each will assume the full
liability imposed on it or any of its officers, agents or employees for injury caused by a
negligent or wrongful act or omission occurring in the performance of this Agreement, and
each party agrees to indemnify and hold harmless the other party for any loss, cost or
expense that may be imposed on the other party by virtue of Sections 895.2 and 895.6 of
the Government Code.
10. Termination of Agreement. This Agreement and the obligations of the
City and the Commission shall terminate on the completion of the Improvements by the
City and the full payment by the Commission to the City of the costs for the improvements
as provided in this Agreement.
A
THE PARTIES have executed this Agreement as of the date stated above
ON
L. MIDSTOKKE, City Clerk
CHARLES S. VOSE, City Attorney
COMMUNITY DEVELOPMENT
COMMISSION OF THE CITY OF DOWNEY
GERALD M. CATON, Executive Director
CITY OF DOWNEY, CALIFORNIA, a
Municipal Corpo
RicT< TR JO, Mayor
ORDINANCE NO. 07 -1210
Exhibit A
Woodruff Redevelopment Project Area
Capital Needs
Public Parking Garages
Streetlight upgrade or replacement
Woodruff landscape and landscape
master plan and implementation
Traffic signalization upgrade
Transportation
Over and underpasses
Bridges
Street improvements
Streetscape improvements
Curbs, gutters and sidewalks
Streetlights
Traffic signals and signage
Motor vehicle parking facilities
Utilities
Sewers and storm drains
Electrical distribution systems
Water distribution systems
Communication systems
Undergrounding of utility overhead lines
Recreation
Parks, plazas and playgrounds
Landscaped areas and pedestrian paths
Public Facilities
Construction, rehabilitation and upgrading of police,
education, recreation, library, fire, public health
and other public facilities buildings.
LIST OF PROJECTS /PROGRAMS FUNDED BY REDEVELOPMENT
REDEVELOPMENT PROJECTS
Granata's Restaurant
$50,000
Penske Toyota
$150,000
Simpson Buick
$150,000
Smile Care Plaza
$781,000
Cardona Office Bldg
$400,000
Embassy Suites Hotel /Mimi's Restaurant
$1,200,000
Downey National Bank Building/Wells Fargo
$744,228
Car Wash USA
$1,380,000
KrikorianlThird Street Parking Structure
$2,153,668
Downey Acura
$394,000
Stonewood Mall Enclosure
$2,393,945
Porto's Cafe Bakery
$750,000
Verizon Building Acquisition
$1,000,000
Avenue Theater Acquisition
$1,000,000
Habitat for Humanity
$90,000
Affordable Housing Property Acquisitions
$1,350,000
Heritage Court Apartments
$450,000
The View Housing Development
$4,550,000
Bob's Big Boy /Johnie's Broiler
$900,000
First -Time Homebuyers and Housing Rehabilitation Programs
$8,200,000
Firestone /Downey Avenue Food Court
$546,000
New Fiat Dealership
$1,600,000
PUBLIC IMPROVEMENT PROJECTS
Downtown Streetscape - Downey Ave $686,000
Public Parking Signage $62,000
Water Well -Woodruff Project Area $493,000
Firestone /Lakewood Intersection Improvements $535,536
BUSINESS ASSISTANCE PROJECTS
E &E Ortho Craft
$20,000
Assistance League
$27,495
Mambo Grill
$10,437
Dr. Lance Brooks Chiropractor
$552
Downey Federal Credit Union
$1,640
Airtime
$2,000
Hi Ho Market
$2,000
Pinata's Restaurant
$2,000
Plaza Guadalajara
$19,720
Third Street Coffee
$1,000
Champion Dodge, Chrysler &Jeep
$1,000,000
Attachment "C"
OTHER FACILATED PROJECTS
Diller Medical Building
40,000 SF
Diller Retirement Housing
126 Units
Gann Products Company
6,937 SF
Western Thrift
22,000 SF
SmileCare Plaza
19,247 SF
Murdock Construction - Housing
19 Units
Zillner Communities
127 Units
Flynn Office Building
3,102 SF
Murdock Industrial
16,243 SF
Downey Acura
15,600 SF
Los Amigos Plaza
20,000 SF
Migura Duplexes
8 Units
Sierra Manufacturing
7,000 SF
Meadow Park Condominiums
220 Units
Vantra Building
23,000 SF
Fresh and Easy
Parking credits
Downey Nissan
Inventory storage