2017-05 OB RESOLUTION NO. 2017-05
RESOLUTION OF THE OVERSIGHT .BOARD OF THE SUCCESSOR
AGENCY TO THE COMMUNITY REDEVELOPMENT AGENCY
APPROVING A REVISED BOND . PROCEEDS EXPENDITURE
AGREEMENT BETWEEN THE CITY OF GRAND TERRACE AND THE
SUCCESSOR AGENCY TO THE FORMER COMMUNITY
REDEVELOPMENT AGENCY REGARDING THE EXPENDITURE OF
FORMER COMMUNITY REDEVELOPMENT AGENCY TAX ALLOCATION
BONDS
WHEREAS, the Community Redevelopment Agency of the. City of Grand
Terrace, ("Redevelopment Agency") was formed for the purpose of revitalizing areas
within the City of Grand Terrace pursuant to Health and Safety Code (HSC) Section
33000, et. Seq.; and .
WHEREAS, pursuant to Assembly Bill 1X 26, enacted on June 28, 2011, and
Assembly Bill 1484, enacted on June 27, 2012, (collectively the "Dissolution Act"), the
Redevelopment Agency was dissolved on February 1,2012; and
WHEREAS, on January 10, 2012, the Grand Terrace City Council adopted
Resolution No. 2012-01, pursuant to Part 1.85, of the Dissolution Act, by which the
City Council elected to serve as the Successor Agency to the Redevelopment Agency
upon the dissolution of the Redevelopment Agency under AB 26 ("Successor Agency")
commencing on February 1, 2012; and
WHEREAS, pursuant to Health and Safety Code section 34191.4(c),
successor agencies may file a Last and Final Recognized Obligation Payment
Schedule (ROPS) if all the following conditions are met:
a) A Finding of Completion has been issued by the ("Department of
Finance");
b) The remaining debt is limited to administrative costs and payments.
pursuant to enforceable obligations with defined payment schedules
including, but not limited to, debt service, loan agreements, and contracts;
c) All remaining obligations have been previously listed on the ROPS and
approved for payment by the DOF pursuant to HSC section 34177 (m) or
(o); and
d) The agency is not a party to outstanding/unresolved litigation, except as
specified in .HSC'section 34191.6 (a) (3).
WHEREAS, the Successor Agency received a Finding of Completion from the
DOF on May 9, 2013 and has met all conditions stated above; and
WHEREAS, the Successor Agency has completed its Last and Final ROPS'and
has submitted it to the Oversight Board for approval;
OB RESO NO. 2017-05 Page 1 of 4 NOVEMBER 1, 2017
WHEREAS, pursuant to Senate Bill 107, enacted on September 22, 2015, if.a
successor agency has a Last and Final ROPS, pursuant to Section 34191.6, the
agency may expend no more than 20% of the proceeds derived from bonds; and
WHEREAS, the Successor Agency has excess bond proceeds in the amount
of $2,026,585 from the 115,175,000 Grand Terrace Redevelopment Agency's
Community Redevelopment Project Area 2011 A Tax Allocation Bonds" which are
covenanted redevelopment purposes; and
WHEREAS, the City of Grand Terrace and the Successor Agency to the former
Grand Terrace Redevelopment Agency have approved execution of the Bond
Proceeds Expenditure Agreement in order to have the excess bond proceeds in the
amount of$2,026,585 held by the Successor Agency transferred to the City so that
these excess bond proceeds can be expended for redevelopment purposes in a
manner consistent with the applicable bond covenants and Dissolution Act
requirements; and
WHEREAS, the Oversight Board of the Successor Agency to the former Grand
Terrace Redevelopment ' Agency has approved execution of the Revised Bond
Proceeds Expenditure Agreement between the City and the Successor Agency.
NOW THEREFORE, THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY
TO THE FORMER COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF
GRAND TERRACE DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS:
SECTION 1. The Oversight Board of the Successor Agency to the former Community
Redevelopment Agency finds that the above recitations are true and correct and,
accordingly, are incorporated as a material part of this Resolution.
SECTION 2. The Revised Bond Proceeds Expenditure Agreement, incorporated
herein as Attachment.A, is hereby approved and adopted in substantially the same form as
shown in Attachment A by the Oversight Board.
SECTION 3. The City of Grand Terrace and the Successor Agency are hereby
authorized to execute said agreement subject to the approval by the. Department of
Finance.
SECTION 4. All legal prerequisites to the adoption of this Resolution have been
satisfied.
SECTION 5.. The respective executive officers of the City of Grand Terrace and the
Successor Agency are hereby directed to take all necessary and appropriate acts to submit
the Excess Bond Expenditure Agreement to the California Department of Finance, State
Controller's Office, San Bernardino County Auditor-Controller, and any other applicable
agency. The executive officers are further authorized to perform all acts necessary and
�.- appropriate which may be required by the California Health & Safety Code. This includes,
OB RESO NO. 2017-05 Page 2 of 4 NOVEMBER 1, 2017
but is not limited to the requirements set forth by the California Department.of Finance, the
San Bernardino County Auditor-Controller, or any other applicable agency.
SECTION 6. The Oversight Board Secretary shall certify to the adoption of this
Resolution.
PASSED APPROVED AND ADOPTED by the Oversight Board for the Successor
Agency to the Former Community Redevelopment Agency of the City of Grand Terrace at
a regular meeting held on the 1 st day of November 2017.
bar 11IIcNabo Chair
ATTEST:
�--
be*ra Thomas, Board Secretary
OB RESO NO. 2017-05 Page.3 of 4 NOVEMBER 1, 2017
Attachment A
Bond Proceeds Expenditure Agreement
OB RESO NO. 201.7-05 Page 4 of 4 NOVEMBER 1, 2017
REVISED BOND PROCEEDS EXPENDITURE AGREEMENT
This BOND PROCEEDS EXPENDITURE AGREEMENT ("Agreement") is
entered into as of , 2017, by and between the CITY OF GRAND TERRACE,
a California municipal corporation ("City"), and the SUCCESSOR AGENCY TO THE
GRAND TERRACE REDEVELOPMENT AGENCY,a public body corporate and politic
pursuant to Parts 1 .8 and 1 .85 of Division 24 of the California Health & Safety Code
("Successor Agency").
RECITALS
A. The City is a municipal corporation organized and operating under the laws of the
State of California.
B. The Successor Agency is a'public body corporate and politic, organized and operating
under Part 1.85 of Division 24 of the Dissoluti on Law (as defined in Recital D below).
C. The Grand Terrace Redevelopment Agency ('.'former Agency") previously was a
California public body, corporate and politic, duly formed by the City Council of the City
("City Council") and was organized, existed and exercised the powers of a community
redevelopment agency..under the California Community Redevelopment Law, Health
and Safety Code Section 33000, et seq. ("CRL").
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D. Assembly Bill xl 26 ("AB xl 26"), effective on June 28, 2011, added Parts 1 .8 and
1 .85 to Division 24 of the California Health and Safety Code and which laws were
modified,in part,and determined constitutional by the California Supreme Court in the
petition California Redevelopment 'Association, et al. vs. Ana Matosantos, el al. Case
No. S194861 CMatosantos Decision"), which laws and court opinion caused the
dissolution of all redevelopment agencies and winding down of the affairs of former
redevelopment agencies. Thereafter, such laws were amended further by Assembly Bill.
1484 ("AB 1484") that was effective on June 27, 2012, and thereafter further amended
by subsequent legislation (together AB xl 26, the Matosantos Decision, AB 1484, and
subsequent amending legislation are referred'to as the "Dissolution Law"). All statutory
references herein are to the Dissolution Law unless otherwise stated .
E. As of February 1 , 2012, the. former Agency became a dissolved community
redevelopment agency pursuant to the Dissolution Law.
F. As of and on and after February 1;2012,the Successor Agency is performing its functions
as the successor agency under the Dissolution Law to administer the enforceable
obligations of the former Agency and is engaged in activities necessary and appropriate
to wind down the affairs of the former Agency, all subject to the review and approval
by a seven-member "Oversight Board" formed thereunder.
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G. Section 34191.4(c)(1) of the Dissolution Law allows a successor agency that has
received a Finding of Completion to use bond proceeds from bonds issued prior to 2011
for the purposes for which the bonds were sold, provides that such proceeds in excess
of amounts needed to satisfy approved enforceable obligations shall be expended in a
manner consistent. with the original bond covenants, and further provides that such
expenditures shall constitute "excess bond proceeds obligations" that shall be listed
separately on the successor agency's Recognized Obligation Payment Schedule
("ROPS").
H. The Successor Agency received its Finding of Completion from the State of California
Department of Finance (DOF) dated as of May 9, 2013.
I. The Successor Agency submitted its Last and Final ROPS.
J. The CRL pre-dissolution provided for, and the Dissolution Law post-dissolution
continues to provide for, a cooperative relationship between sponsoring cities and
their redevelopment agencies, as well as their successor agencies who have assumed
the duties and obligations of the former redevelopment agencies. Under CRL
Section 33220, a city may aid and cooperate in the planning, undertaking,
construction, or operation of redevelopment projects. CRL Section 33220(e)
specifically authorizes a city to enter into an agreement with its redevelopment agency
or any other public entity to further redevelopment purposes. Section 34178(a) of the
Dissolution Law allows a successor agency and its sponsoring city to enter into
agreements, subject to Oversight Board approval under Section 34180(h) of the
Dissolution Law.
K. The Successor Agency has and will have proceeds of its Community
Redevelopment Agency of the City of Grand Terrace 2011 Tax Allocation Bonds
(TABS) that are not otherwise obligated for a project or other enforceable
obligation. The Successor Agency desires to transfer such Excess-Bond Proceeds
(defined below) to the City to enable the City to expend or allocate such Excess
Bond Proceeds for expenditures consistent with all applicable covenants of the 2011
Tax Allocation Bonds.
L. The Successor Agency desires to transfer its Current Excess Bond Proceeds to the City
to enable the City to use or allocate such Current Excess Bond Proceeds in a manner
consistent with the covenants of the 2011 Bonds and to undertake projects and programs
that were not previously funded and obligated by the former Agency pre-dissolution
or by the Successor Agency post-dissolution, or by the City pre- or post-dissolution.
The City Council and former Agency Board have found that the use of the Current
Excess Bond Proceeds to fund various capital improvements within the Grand Terrace
Redevelopment Project Area complies with CRL Sections 33445, 33445.1, and 33679
and other applicable law.
M. In order to facilitate the use of the Current Excess Bond Proceeds consistent with all
�^ applicable bond covenants, the Successor Agency and the City have negotiated this
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Agreement requiring the transfer of current excess bond proceeds of$2,026,585 by the
Successor Agency to the City, and the City's agreement to use such proceeds consistent
with all applicable covenants, conditions, restrictions and obligations under the 2011
Bonds. With Oversight Board approval, the Successor Agency has listed the expenditure
of.the Current Excess Bond Proceeds on its Last and Final ROPS, subject to approval of
this Agreement by the Oversight Board and DOF as an obligation to be funded with
the Current Excess Bond Proceeds.
NOW, THEREFORE, the parties hereto do mutually agree as follows:
1. RECITALS
The recitals above are an integral part of this Agreement and set forth the intentions of
the parties and the premises on which the parties have decided to enter into this
Agreement.
2. DEFINITIONS
For purposes of this Agreement, the following terms shall have.the indicated meaning:
2.1 "Dissolution Law" is defined in Recital D.
2.2 "Bond Proceeds" is defined in Recital J.
2.3 "Excess Bond Proceeds" means Bond Proceeds that are not needed to
satisfy Enforceable Obligations in the amount of$2,026,585 and is listed on
the Last and Final ROPS.
2.4 "Enforceable Obligations" mean enforceable obligations, other than Excess Bond
Proceeds obligations, as defined under the Dissolution Law.
3. SUCCESSOR AGENCY OBLIGATIONS
The Successor Agency shall have the following obligations under this Agreement:
3.1 Current Excess Bond Proceeds. The Successor Agency shall transfer to the
City, as soon as practicable and no later than June 30, 2017, the Current
Excess Bond Proceeds currently held by the Successor Agency totaling
$2,026,585 as shown in the Last and Final ROPS.
3.2 Projects Funded By Current Excess Bond Proceeds. The Successor Agency
assigns to the City all responsibilities in relation to the administration and
implementation of any projects or programs funded by the Current Excess
Bond Proceeds. The Successor Agency 'assigns to the City all contracts
entered into by the Successor Agency post-dissolution or the former Agency
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pre-dissolution related to the expenditure of the Current Excess Bond
Proceeds and any activities to be funded by the Current Excess Bond
Proceeds.
4. CITY OBLIGATIONS
The City shall have the following obligations under this Agreement:
4.1 Current Excess. Bond Proceeds. The City shall accept, hold, disburse and
administer the Current Excess Bond Proceeds of$2,026,585 transferred to the City by the
Successor Agency under this Agreement. The- City shall retain any Current Excess
Bond Proceeds that it receives, without any obligation to return such funds to the
Successor Agency, and shall use or allocate such funds for uses consistent with
applicable covenants of the 2011 Bonds.
The City may spend or allocate the Current Excess Bond Proceeds of $ 2,026,585
received or retained under this Agreement on any project,program, or activity authorized
under the 2011 Indenture and the 2011 Tax Certificate. Notwithstanding anything to
the contrary in this Agreement, the City shall spend or allocate the Current Excess
Bond Proceeds consistent with all covenants of the 2011 Bonds. The City shall be
solely responsible for ensuring that the Current Excess Bond Proceeds are. maintained
and spent (or allocated to expenditures) in accordance with all covenants of the 2011
Bonds and other applicable laws. The City may transfer funds between approved
✓ projects, programs and activities.
The City hereby assumes all contracts entered into or assumed by the Successor Agency
post dissolution or entered into by the former Agency pre-dissolution related to the
expenditure of Current Excess Bond Proceeds and any activities to be funded by Excess
Bond Proceeds, with the exception of those contracts relating to Enforceable
Obligations, which shall be retained by the Successor Agency. The City shall perform
its obli gations hereunder, and under such assumed contracts, in accordance with the
applicable provisions of federal, state and local laws, including the obligation to com
ply with environmental laws such as CEQA and/or NEPA, and shall timely complete
the work required for each project commenced by the City pursuant to this Agreement
and the 2011 Indenture and the 2011 Tax Certificate.
5. ENTIRE AGREEMENT; WAIVERS; AND AMENDMENTS
5.1 This Agreement constitutes the entire understanding and agreement of the parties
with respect to the transfer and use of Excess Bond Proceeds. This Agreement
integrates all of the terms and conditions mentioned herein or incidental hereto,'
and supersedes all negotiations or previous agreements between the parties with
respect to the subject matter of this Agreement.
5.2 This Agreement is intended solely for the benefit of the City and the Successor
Agency. Notwithstanding any reference in this Agreement to persons or entities
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other than the'City and the Successor Agency, there shall be no third party
beneficiaries under this Agreement.
5.3 All waivers of the provisions of this Agreement and all amendments to this
Agreement must be in writing and signed by the authorized representatives of
the parties.
6. SEVERABILITY
If any term, provision, covenant or condition of this Agreement is held by a court of
competent.jurisdiction to be invalid, void or unenforceable, the remainder of the
provisions shall continue in full force and effect unless the rights .and obligations of
the parties have been materially altered or abridged by such invalidation, voiding or
unenforceability. In addition, the parties shall cooperate in good faith in an effort to
amend or modify this Agreement in a manner such. that the purpose of any invalidated
or voided provision, covenant, or condition can be accomplished to the maximum extent
legally permissible.
7. DEFAULT
If either party fails to adequately perform an obligation required by this Agreement
within thirty (30) calendar days of receiving written notice from the non-defaulting
party,the party failing to perform shall be in default hereunder. In the event of default,
the non-defaulting party will have all the rights and remedies available to it at law or
in equity to enforce the provisions of this contract, including without limitation the
right to sue for damages for breach of contract or to seek specific performance. The
rights and remedies of'the non-defaulting party enumerated in this paragraph are
cumulative and shall not limit the non-defaulting party's rights under any other provision
of this Agreement, or otherwise waive or deny any right or remedy, at law or in
equity, existing as of the date of the Agreement or hereinafter enacted or established,
that maybe available to the non-defaulting party against the defaulting party.
8. BINDING ON SUCCESSORS
This agreement shall be binding on and shall inure to the benefit of all successors and
assigns of the parties, whether by agreement or operation of law.
9. NON-LIABILITY OF MEMBERS,OFFICIALS,EMPLOYEES ANGE AGENTS;
NON-RECOURSE OBLIGATION
No member, officer, official, employee, agent or representative of the Successor
Agency or the City shall be personally liable for performance by the Successor Agency
or City hereunder, for breach or default by the City or Successor Agency hereunder,
for any amounts which may be payable or become due hereunder, or for any judgment
or execution thereon entered in any action.
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10. FURTHER ASSURANCES
Each party agrees to execute, acknowledge and deliver all additional documents and
instruments, and to take such other actions as may be reasonably necessary to carry
out the intent of this Agreement.
In witness whereof, the undersigned parties have executed this Bond Proceeds Expenditure
Agreement as of the date first above written.
"CITY"
CITY OF GRAND TERRACE,
a California municipal corporation
Mayor
ATTEST:
City Clerk
"SUCCESSOR AGENCY"
SUCCESSOR AGENCY TO THE
GRAND TERRACE
REDEVELOPMENT AGENCY,
a public body corporate and politic
Successor Agency Chair
ATTEST:
Successor Agency Secretary
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STATE OF CALIFORNIA )
. COUNTY OF SAN BERNARDINO )
CITY OF GRAND TERRACE )
I Debra L. Thomas, Oversight Board Secretary of the OVERSIGHT BOARD FOR
THE SUCCESSOR AGENCY TO THE FORMER COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF GRAND TERRACE, CALIFORNIA, DO HERBY CERTIFY
that the foregoing Resolution, being OB Resolution No. 2017-05 was duly passed,
approved and adopted by the Oversight Board, approved and signed by the Chair, and
attested by the Oversight Board Secretary, at the regular meeting of said Oversight
Board held on the 1st day of November 2017, and that the same was passed and
adopted by the following vote:
AYES: Board Members Saks, Forbes, Freeman; Chair McNaboe.
NOES: None.
ABSENT: Board Member Strong; Vice Chair Morga
ABSTAIN: None.
Executed this 2"d day of November 2017, at Grand Terrace, California.
L"t
Debra L. Thomas
Oversight Board Secretary
[SEAL]
OFFICE OF THE CITY CLERK
^. �RR�a TERA`E & ELECTION OFFICIAL
DOCUMENT CERTIFICATION
The following is a full, true, and exact copy, Certified by my hand under penalty of perjury of
OB Resolution No. 2017-05 on file in my Office, which was approved by the City of Grand
Terrace, California, Oversight Board for the Successor Agency to the Former Community
Redevelopment Agency, at its regular scheduled meeting held November 1, 2017.
r
Debra L. Thomas, City Clerk
City of Grand Terrace
Dated this 2nd day of November 2017 at Grand Terrace, California
City of Grand Terrace-22795 Barton Road Grand Terrace,CA 92313 -909-824-6621 Ext.230 Phone 909-783-2600 Fax