1991-02 RESOLUTION NO.. CRA 91 -02
�'. A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY
-�' OF THE CITY OF GRAND TERRACE APPROVING JOINT
POWERS AGREEMENT BY AND AMONG THE HUNTINGTON PARK
REDEVELOPMENT AGENCY , THE LANCASTER REDEVELOPMENT
AGENCY AND THE COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF GRAND TERACE FOR THE PURPOSE OF
CREATING THE HUNTINGTON PARK-LANCASTER-GRAND
TERRACE HOUSING FINANCE AUTHORITY .
BE IT RESOLVED BY THE COMMUNITY REDEVELOPMENT AGENCY OR THE
CITY OF GRAND TERRACE, AS FOLLOWS :
1 . That the Community Redevelopment Agency of the City of
Grand Terrace ( the "Agency " ) make and enter into a " Joint Exercise of
Powers Agreement To Create the Huntington Park-Lancaster-Grand Td'r.race
Housing Finance Authority" ( the " Joint Exercise of Powers Agreement" ) ,
such joint Exercise of Powers Agreement to be in substantially the
form attached hereto as Exhibit A, and such Agreement is hereby
approved , and the Chairman , Senior Deputy Executive Director or the
Deputy Executive Director/Finance and the Secretary are hereby
authorized ' and directed to execute such Joint Exercise of Powers
Agreement on behalf of the Agency .
2. That the purpose of .entering into such Joint Exercise of
Powers Agreement is to create the Huntington Park-Lancaster-Grand
Terrace Housing Finance Authority ( the " Housing Finance Authority" ) in
order to cause the refunding of the Agency ' s Residential . Mortgage
Revenue Bonds , Issue of 1981 , dated March 1, 1981 ( the 1981 Bonds " )
and the Agency believes such refunding will be better served by the
sale of refunding bonds to be issued by the Housing Finance Authority
created in conjunction with the aforementioned other redevelpoment
agencies, all in accordance with the provisions of Chapter 5 of
Division - 7 of title 1 of the Government Code of the State of
California , commencing with Section 6500 thereof. To effectuate such
refunding , it may be necessary or desirable. to amend and restate
various documents relating to the 1981 Bonds , including any servicing
agreement relating to the mortgage loans financed in connection with
the 1981 Bonds, the execution of various escrow' deposit agreements
relating to the redemption of the 1981 Bonds, the execution of a
purchase contract and bill of sale relating to the purchase or
assignment of residual assets relating to the Bonds heretofore sold by
the Agency and the assignment of such mortgage loans and any reserves
provided for such 1981 . Bonds . Accordingly, the Chairman , or his
designee , the Executive Director and the Secretary are hereby
authorized and directed to execute and deliver such agreements ,
certificates and other documents, including any escrow deposit
agreement, amended servicing agreement or purchase contract and bill
of sale with respect to any residual assets with respect to "the Bonds
heretofore sold by the Agency, and to take such other actions as they, ®
or any of them, deem necessary or appropriate in order to cause the_
refunding and redemption of the 1981 Bonds pursuant to the Joint
Exercise of Powers Agreement.
RESOLUTION NO . 91 -02
PAGE 2
3. It is the finding and declaration of the Agency that the
refunding of the 1981 Bonds through the issuance of refunding bonds by
the aforementioned Housing Finance Authority is advantageous to the
Agency and therefore serves a valid public purpose .
4. That in accordance with Section 9 of the Joint Exercise
of Powers Agreement, the Executive Director is hereby designated as an
initial member of the Board of Directors of the Housing Finance
Authority, such member to serve at the pleasure of this Agency.
5. That the Agency staff is authorized and directed to
implement the refunding and redemption of the 1981 Bonds in accordance
with the Joint Exercise of Powers 'Agreement and the terms and
provisions controlling the 1981 Bonds .
6 . This resolution shall take effect from and after the
date of passage and adopted .
ADOPTED this 16th day of July, 1991.
ATTEST:
Sec''retary of the Grind Terrace Ch�rman of the Grand Terrace
Community Redevelopmnet Agency CWmunity Redevelopment Agency
I , BRENDA STANFILL, Secretary of the City of Grand Terrace
Community Redevelopment Agency, do hereby certify that the foregoing
Resolution was introduced and adopted at a regular meeting of the
Grand Terrace Community Redevelopment Agency of the ' City of Grand
Terrace held on the 16th day of July, 1991, by the following vote :
AYES : Agency Members Carlstrom, Chrisianson and Hilkey ; Vice-
Chairman Grant ; Chairman Matteson
NOES : None
ABSENT : None
ABSTAIN : None
Lec
Approved as to form :
�ity Att rn y
j EXHIBIT A
l JOINT EXERCISE OF POWERS AGREEMENT TO CREATE THE
HUNTINGTON PARK-LANCASTER-
GRAND- TERRACE HOUSING FINANCE AUTHORITY
This Agreement, dated for convenience as of July 1, 1991, is made by and between the
Huntington Park-Redevelopment Agency ("Huntington Park"), the Lancaster Redevelopment
Agency ("Lancaster") and the Community Redevelopment Agency of the City of Grand Terrace
("Grand Terrace") (Huntington Park, Lancaster and Grand Terrace are collectively referred to
herein as the Redevelopment Agencies"), each a public body, corporate and politic, duly
organized and existing under the Constitution and laws of the State of California:
WITNESSETH:
WHEREAS, redevelopment agencies are empowered by Chapter.8, Part 1 of Division
24 of the Health & Safety Code of the State of California (the "Act") to incur indebtedness for
the purpose of financing or refinancing the construction of residences as authorized by the Act;
and
WHEREAS, the Redevelopment Agencies have determined that a joint exercise of
powers authority should be formed to exercise their.respective powers pursuant to the Act for
the purpose of refunding certain single family mortgage revenue bonds issued under the Act,
such bonds being more particularly described on Exhibit A hereto;
NOW, THEREFORE, the Redevelopment Agencies for and in consideration of the
..mutual promises and agreements herein...contained,.each.do agree as follows:
SECTION 1. Definitions.
Unless the context otherwise requires, the terms defined in this Section 1 shall for all
purposes of this Agreement.have the meanings herein specified.
Act
The term "Act" shall mean Chapter 8, Part 1 of Division 24 of the Health &Safety Code
of the-State of California commencing at Section 33750, as now in effect or as it may from time
to time hereafter be amended or supplemented. -
Aareement
The term "Ag'reemenf shall mean this Agreement as the same now exists or may from
time to time be amended by any supplemental agreement entered into and pursuant to the
provisions hereof.
Authority
The term Authority shall mean the Huntington Park-Lancaster-Grand Terrace Housing
'� Finance Authority created by this Agreement.
Board
The term "Board" shall mean the governing board of the Authority as described in
Section 10 hereof.
Bonds
The term "Bonds" shall mean single family mortgage revenue refunding bonds of the
Authority authorized and issued pursuant to the Joint Powers Law to effectuate the purposes
of the Program.
,Joint Powers Law
The term "Joint Powers Law" shall mean Article 1 through 4 (commencing with Section
6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California.
Obligations
The term "Obligations" shall have meaning given to the term "Bonds" in Section
6585(c) of the Joint Powers Law.
Prior Bond
The term "Prior Bonds" shall mean the single family mortgage revenue bonds of the
Redevelopment Agencies set forth in Exhibit A hereto.
Program
The term "Program" means the Authority's program to cause the refunding of certain
single family mortgage revenue bonds of the Redevelopment Agencies, as more particularly
described in Exhibit A hereto, pursuant to the Act and the Joint Powers Law.
SECTION 2. Purnos@.
This Agreement is made pursuant to the Joint Powers Law to provide for the joint
exercise of certain powers common to the Redevelopment Agencies. The Redevelopment
Agencies are each empowered by the laws of the State of California to exercise powers
specified in the recitals herein including the refunding of bonds-previously issued to finance
the construction of residences pursuant to the Act for the benefit of the residents of the
communities. These common powers will be jointly exercised in the manner hereinafter set
forth.
SECTION 3. -Creation of Authority. .
There is hereby created pursuant to the Joint Powers Law an authority and public entity
to be known as "Huntington Park-Lancaster-Grand Terrace Housing Finance Authority". As
provided in the Joint Powers Law, the Authority shall be.-a public entity separate and apart
from each of the Redevelopment Agencies.
i
SECTION 4. Term.
This Agreement shall be effective as of the date hereof and shall continue in full force
and effect until January 1, 2040, or until such time as the Bonds and the interest thereon shall
have been paid in full, or provisions for such payment shall have been made,.whichever is
r'
shorter; provided, however, that ^unless extended by an agreement'supplemental hereto
executed by each of the Redevelopment Agencies, this Agreement shall terminate on
December 31, 1992 in the event that none of the Bonds shall have been issued and sold on or
before such date.
SECTION 5. Powers: Restriction Uoon Exercise.
(a) Each participating Redevelopment Agency agrees that the Authority shall have all
necessary powers consistent with the Joint Powers Law (particularly Section 6546.11 thereof
and other applicable sections) to issue its refunding bonds to provide funds necessary to
establish sufficient escrowed funds to cause the redemption of the Prior Bonds previously
issued from time to time by the Redevelopment Agencies, and each of the Redevelopment
Agencies, as applicable, shall upon defeasance of the liens of the respective Prior Bonds
transfer or assign to the Authority, or its designee, reserves and mortgage loans securing such
Prior Bonds in order for the Authority to use such assets to securitize the Authority's Bonds and
provide funds to each Redevelopment Agency in amounts described herein in Section 7
hereof.
(b) The Authority is authorized on its own.to do all acts necessary for the exercise of
said powers for said purposes including, but.not limited to any or all of the following: to make
and enter into contracts; to accept the assignment of contracts which relate to the Program and
purposes of this Agreement entered into by each of the Redevelopment Agencies prior to the
establishment of the Authority; to reimburse the participating Redevelopment.Agencies for
prior expenses, if any, incurred in-developing this Program pursuant to the Act;.to employ
l agents and employees; to acquire, hold or dispose of property, including property subject to
home mortgages; to incur debts, liabilities or obligations which do not constitute debts,
liabilities or obligations of the Redevelopment Agencies, including the power to issue bonds
under the Joint Powers Law; to sue and be sued in its own name; to acquire Obligations of the
participating Redevelopment Agencies; to apply for letters of credit or other forms of financial
guarantees in order to secure payment of the Bonds (if necessary) and to enter into
agreements in connection therewith; to make and enter into bond purchase agreements, and
to exercise any and all other powers as may be provided by the Joint Powers Law.
(c) Such power shall be exercised subject only to such restrictions upon the manner
of exercising such power as are imposed upon any of the Redevelopment Agencies in the
exercise of similar powers, as provided in Section 6509 of the Joint Powers Law.
(d) Subject to the applicable provisions of any indenture or resolution providing for
the investment of moneys held thereunder, the Authority shall have the power to invest any
money in the Authority's treasury pursuant to Section 11(b) hereof that is not required for the
immediate necessities of the Authority, as the Authority determines is advisable, in the same
manner and upon the same conditions as local agencies pursuant to Section 53601 of.the
Government Code of the State of California.
SECTION 6. C000eration.
Each Redevelopment Agency agrees to undertake such further proceedings or actions
as may be necessary in order to carry out the terms and the intent of this Agreement; and each
Redevelopment Agency further agrees to refrain from taking any actions which would, to its
knowledge, tend to adversely affect the rating on the Bonds.
SECTION 7. Allocation of Residual and'Other Assets.
The Authority hereby agrees to allocate all excess cash flow, money, assets and
residuals derived from the financing contemplated by this Agreement among each of the
participating Redevelopment Agencies in a manner to be mutually agreed to by all parties
hereto prior to the issuance of any Bonds by the Authority. Such allocation shall be agreed to
in writing and shall comply with all Federal tax law requirements.
SECTION 8. Termination of Powers,.
The Authority shall continue to exercise the powers herein conferred upon.it until the
termination of the Agreement or until the Redevelopment Agencies shall have mutually
rescinded this Agreement, except that if any Bonds are issued and delivered, then in no event.
shall the exercise of powers herein granted be terminated until all Bonds so issued and
delivered and the interest thereon shall have been paid or provision for such payment shall
have been made.
SECTION 9. Governina Board.
(a) The Authority shall be administered by the Board which shall consist of three
members, each serving in his or her individual capacity as a member of the Board.
(b) One member and one alternate member of the Board shall be appointed by
Huntington Park. One member-and one alternate member of the Board;shall be appointed by
Lancaster. -One member and one alternate member of the Board shall be appointed by Grand
� Terrace.
(c) Initial members and alternate members of the Board shall serve fora term of three
years. Successors to such members shall be selected in the manner in which the respective
initial member was selected and shall serve a term of three years. Any appointment to fill an
unexpired term, however, shall be for such unexpired term. The term of office of any member
or alternate member of the Board may be terminated at any time with or without.justification by
a majority vote of the Redevelopment Agency which appointed such member.
(d) Board members and alternates shall be officials or employees of the appointing
Redevelopment Agency.
(e) When the Board member is not present at a Board meeting, then an alternate
member appointed by that Authority may serve in his or her place with full authority.
(f) Members of the Board shall not receive any compensation for serving as such,
but shall be entitled to reimbursement for any expenses actually incurred in connection with
serving as a member*.of the Board if the Board shall determine that such expenses shall be
reimbursed and there are funds available for such purpose.
SECTION 10. Meetinas of the Board.
(a) The Board shall hold at least one regular meeting each year, and by resolution,
.may provide for the holding of regular meetings at more frequent intervals. The regular
meeting of the Board shall be held in the offices of the City of Lancaster or at such other place
and upon such date and at-such hour as may be fixed from time to time by resolution of the
Board.
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(b) The first Board meeting shall be held as soon as possible from the effective date
of this Agreement as shall be mutually agreed to by the parties hereto.
(c) Special meetings of the Board may be called in accordance with the provisions of
Section 54956 of the Government Code of the State of California.
(d) All meetings of the Board shall be called, noticed held and conducted subject to
the provisions of the Ralph M. Brown Act (Chapter 9 of Part 1 of Division-2 of the Government
Code of the State of California, commencing with Section 54950 thereof).
(e) The secretary of the Authority shall cause minutes of all meetings of the Board to
be kept and shall, as soon as possible after each meeting, cause a copy of the minutes to be
forwarded to each member of the Board and to each Redevelopment Agency.
(f). The attendance of four members of the Board shall constitute a quorum for the
transaction of business, and the affirmative votes of a majority of the members present shall be
necessary to take any Board action, except that less than a quorum may adjourn from time to
time. Each member of the Board shall have one vote.
(g) The Board may adopt, from time to time, such bylaws and other rules and
regulations for the conduct of its meetings as are necessary for the purposes hereof.
SECTION 11. Officers: Duties: Official Bonds.
(a) The Board shall elect a chairman of the Authority and a vice-chairman of the
Authority from among its members, and shall have a secretary of the Authority who shall'be the
Board member representing Grand Terrace, who shall also serve as Administrative Officer to
carry out the day-to-day responsibilities of the Authority and who may, but need not, be a
member of the Board. It is the intention of the parties hereto that the agency employing the
Administrative Officer will assume the responsibility for carrying out the administrative
functions of the Authority and shall be reimbursed for its costs and expenses from available
revenues.
(b) Subject to the applicable provisions of any indenture or resolution providing for a
trustee or other fiscal agent, the Administrative Officer is designated as the depository of the
Authority, to have custody of all the money of the Authority, from whatever source, and, as
such, shall have the powers, duties and responsibilities specified in Sections 6505 and
6505.5 of the Joint Powers Law. The Board shall require the filing of an official bond with
respect to such Administrative Officer and any other persons designated by the Board having
charge of, custody or access to any property of the Authority, in such amount as it determines
reasonable by the Board, all in accordance with Section 6505.1 of the Joint Powers Law.
(c) The Board shall have the power to appoint such other officers and employees as
it may deem necessary and to retain independent counsel, consultants and accountants.
SECTION 12. Budget.
(a) The Authority shall prepare an annual budget of revenues and expense in each
fiscal year which shall be from July 1 to June 30. Such budget shall also show the revenues
and expenses anticipated in connection with the Program for which revenue bonds, notices or
other evidences of indebtedness are outstanding. All expenses of the Authority shall be paid
from revenues or funds derived in connection with the Program.
(b) Unless and until changed by resolution of the Board, the fiscal year of the
Authority shall be the period from July 1 of each year to and including the following June 30,
except for the first fiscal year, which shall be the period from the date of this Agreement to
June 30, 1992.
SECTION 13. Disoosition of Assets.
(a) In the event that Bonds.are issued as contemplated herein, then at the end of the
term hereof, or upon the earlier terminating of this Agreement, all assets of the Authority
including all home mortgages and property acquired as a result of the joint exercise of powers
under this Agreement, shall be distributed to each Redevelopment Agency in accordance to
the allocation formula to be agreed upon pursuant to in Section 7 hereof.
(b) In the event that Bonds are not issued, then any and all assets of the Authority shall
be distributed to the respective grantors or assignors thereof. After the completion of the
.purpose of this Agreement, any surplus money on hand shall be returned to each
Redevelopment Agency in proportion to any of their respective contributions made, or based
on the allocation formula to be agreed upon pursuant to Section 7 hereof.
SECTION 14. Bonds.
Subject to the notice requirement set forth in Section 6503.7 of the Joint Powers Law
and Section 25 hereof, the Authority shall have the power to issue Bonds, at any time, in
accordance with the provisions of the Act and the Joint Powers Law for the purpose of raising
funds necessary to carry out its powers under this Agreement and shall also have the power to
issue any other forms of indebtedness authorized by the Joint Powers Law-in accordance with
the provisions of the Joint Powers Law for such purpose.
SECTION 15. Agreement Not Exclusive.
This Agreement shall not be exclusive and the Redevelopment Agencies expressly
reserve their respective rights to carry out other home financing programs under the Act and to
issue other obligations for such purposes except as provided by Section 5 hereof. This
Agreement shall not be deemed to amend or alter the terms of other agreements between
each Redevelopment Agency, except as expressly provided herein.
SECTION 16. Contribution. Advances and Prior Expenses: Assianment of Contacts,.
(a) On a voluntary basis, contributions or advances of public funds and of personnel,
services, equipment or property may be made to the Authority by the Redevelopment
Agencies for any of the purposes of this Agreement. Any such advance may be made subject
to repayment, and in such cases shall be repaid in the manner agreed upon by the
Redevelopment Agencies, as the.case may be, and the Authority, at the time of making such
advance.
(b) Expenses incurred prior to Bond sale, such as the cost of Bond rating and the
printing of, the official statement, shall be allocated between the parties to this Agreement in
accordance with the allocation formula to be agreed to pursuant to Section 7 hereof.
SECTION 17. Accounts and Reoorts.
(a) The Authority shall establish and maintain such funds and accounts as may be
required by good accounting practice and by any provision of any resolution or indenture of
the Authority securing the Bonds. The books and records of the.Authbrity shall be open to
Inspection at all reasonable times to the Redevelopment Agencies and their representatives.
The Authority shall give an independent audited written report of all financial activities for each
fiscal year to the Redevelopment Agencies, within 120 days after the close of each .fiscal year.
(b) The Administrative Officer of the Authority shall either make or contract with a
certified public accountant or public accountant to make an annual audit of the accounts and
records of the Authority. In each case the minimum requirements of the audit shall be those
prescribed by the State Controller for special districts under Section 26909 of the Government
Code of the State of California or its•successor statute, and shall conform as closely as
possible to generally accepted auditing standards. When such an audit of accounts and
records is made by a certified public accountant or public accounts and records is thereof shall
be filed as a public record with the Redevelopment Agencies and also with the County Auditor
of the Counties where each Redevelopment Agency is located. Such report shall be filed
within 12 months of the end of the fiscal year under examination.
(c) Any cost of the audit, including contracts.with, or employment of, certified public
accountants or public accountants in making an audit pursuant to this Section, shall be borne
by the Authority and shall be a charge against any unencumbered funds of the Authority
available for said purpose.
(d) In any year in which the annual budget of the Authority does not exceed five
hundred dollars ($500), the Board may, by unanimous vote, replace the annual special audit
with an audit covering a two-year period.
(e) All the books, records, accounts and files referred to in this Section.shall be open to
the inspection of holders of any Bonds to the extent and in the manner provided in any
resolution or indenture providing for the issuance of Bonds.
SECTION 18. Breach.
If default shall be made by any Redevelopment Agency with respect to any agreement
contained in this Agreement, such default shall not excuse the defaulting party from fulfilling its
obligations under this Agreement and all parties shall continue to be liable for the
performance of all conditions herein contained. The Redevelopment Agencies hereby declare
that this Agreement is entered into for the benefit of the Authority created hereby, and the
Redevelopment Agencies hereby grant to the Authority the right to enforce by whatever lawful
means the Authority deems appropriate all of the obligations of each of the parties hereunder.
Each and all of the remedies given to the Authority hereunder or by any law now or hereafter
enacted are cumulative, and the exercise of one right or remedy shall not impair the right of
the Authority to any or all other remedies.
SECTION 19. Liability Indemnification and Insurance..-
(a) The debts, liabilities and'obligations of the Authority shall not constitute debts,
liabilities or obligation.of the Redevelopment Agencies. No member shall be liable for any
indebtedness of the Authority except that which is expressly consented to by the respective
Redevelopment Agency. All persons dealing with the Authority shall be hereby notified that no
party to this Agreement shall be liable for the debts of the Authority.
(b) The Board may obtain. and carry appropriate insurance coverage in an amount
deemed appropriate by the Board which sum shall be increased from time to time in
accordance with prudent insurance coverage practice.
SECTION 20. Severability. `
Should any part, terms, or provision of this Agreement be decided by the courts to be
Illegal or in conflict with any law of the State of California or otherwise be rendered
unenforceable or ineffectual, the validity of the remaining parts, terms or provisions hereof
shall not be affected thereby.
SECTION 21. Successors: Assianment.
This Agreement shall be binding upon and shall inure to the benefit of the successors
of the parties. Except to the extent expressly provided herein, the parties may not assign any
right or obligation hereunder without the consent of both other parties.
SECTION 22. Amendment of Aare m n .
This Agreement may be amended by supplemental agreement executed by the
Redevelopment Agencies (a) at any time prior to the issuance of Bonds or (b) at any time after
the issuance of Bonds subject to the conditions and restrictions set forth in the resolution or
indenture authorizing the issuance of Bonds.
SECTION 23. Form of ADDrovalS.
Whenever an approval is required in this Agreement, unless the context specifies
otherwise, it shall be given by resolution*duly and regularly adopted by the Authority whose
consent is required, and in the case of the Authority by resolution duly: and regularly adopted
by the Board. Whenever in this Agreement any consent or approval is required, the same
shall not be unreasonably withheld.
SECTION 24. Law Governina.
This Agreement is made in the State of California under the constitution and laws of the
State of California and is to be so construed under such laws.
SECTION 25. Filina of Notice of Aareement with.Secretary of State.
The Administrative Officer shall file within 30 days of the effective date of this
Agreement a notice with the Secretary of State of the State of California setting forth the name
of each party to this Agreement; the date upon which this Agreement became effective; a
statement of the purpose of this Agreement or power to be exercised, and a description of any
amendment or amendments made to this Agreement, if any.
SECTION 26. Section Headinas.
All section headings contained herein are for convenience or reference only and are.
not intended to define or limit the scope of any provision of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed and attested by their proper officers thereunto duly authorized, and their official seals
to be hereto affixed, as of the day and year first above written.
Attest: Huntington Park Redevelopment
Agency
Secretary By:
Approved as to form:
Agency Attorney
Attest: Lancaster Redevelopment Agency
Secretary By:
Approved as to form:
Agency Attorney
Attest: Community Redevelopment Agency of
City of Grand Terrace
Secretary By:
Approved as to form:
Agency Attorney
EXHIBIT A
(To Joint Powers Agreement)
The Huntington Park Redevelopment Agency Single Family Residential Mortgage
Revenue Bonds, Issue of 1980, dated February 1, 1980.
The Lancaster Redevelopment 'Agency Residential Mortgage Revenue Bonds, 1980
Series A, dated March 1, 1980.
The Community Redevelopment Agency of the City of Grand Terrace Residential
Mortgage Revenue Bonds, Issue of 1981, dated March 1, 1981.
A-1