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HomeMy WebLinkAboutUkiah Unified School District (UUSD) 2010-05-19AGREEMENT REGARDING USE OF UKIAH REDEVELOPMENT FUNDS FROM UKIAH UNIFIED SCHOOL DISTRICT'S CAPITAL OUTLAY FUND This AGREEMENT is made on May 19, 2010 (the "Effective Date"), in Ukiah, California, between the Redevelopment Agency ("Agency") for the City of Ukiah ("City"), and the Ukiah Unified School District ("District"). Collectively, Agency and District may be referred to in this Agreement as the "Parties." RECITALS: 1. Under an agreement (the "1990 Agreement") between the Agency and the District entered in 1990, the Agency maintains a Capital Outlay Fund for the benefit of the District. 2. Each year, the RDA credits the fund with an amount of money equal to the increases in the assessed value of the taxable property in the Agency's redevelopment project area above the sum of the Base Year Roll resulting from the annual increases required by Revenue and Taxation Code § 110.1(f) which would have been calculated and paid to the District annually, if the redevelopment project area had not been established. Funds accumulated in the Capital Outlay Fund may be used by the District for capital improvement projects within the District and the redevelopment project area ("the Project Area"). 3. Under a 2003 amendment to the 1990 Agreement, the District may request in accordance with the 1990 Agreement annual payments from the Capital Outlay Fund, but in amounts as specified in a schedule attached to the 2003 agreement. The Agency is required to disburse requested payments in accordance with Section 3 of the 1990 Agreement. 4. If the request is for money to make capital improvements to publicly owned buildings, Section 3 of the 1990 Agreement requires the Agency to comply with Health and Safety Code Sections 33679 and 33445, which are part of the Community Redevelopment Law. 5. Section 33679 requires the City to conduct a noticed public hearing and make the findings required by Section 33445 before permitting the use of redevelopment funds for these purposes. Section 33445 requires the City to find make the following findings: a. That the publicly owned buildings, facilities, structures, or other improvements to be acquired, constructed or improved are of benefit to the project area. b. That no other reasonable means of financing the buildings, facilities, structures, or other improvements are available to the community. c. That the payment of funds for the cost of buildings, facilities, structures, or other improvements will assist in the elimination of one or more blighting conditions inside the project area. 6. On March 17, 2009, the City conducted a public hearing and made the findings required by H & S Code §33445, and based on those findings authorized the Agency to disburse up to $3,000,000 to the District to be used by the District to renovate and reconstruct the District's current Administrative Offices, located at 925 North State Street ("the Project Location"), to a new and expanded facility at the Project Location ("the District Project"). 7. The District has not prepared or filed with the "City" plans for the construction of the District Project or applied under the City's zoning or building codes for the permits required for the project. The City has not represented to District that the District Project can be constructed at the Project Location in compliance with applicable zoning or building codes or indicated or determined, what, if any, conditions may be contained in any such permits. In requesting the disbursements provided in this Agreement, the District has not relied on any statements or representations by the City, the Agency, or their officers, agents or employees concerning the design or construction of the Project at the Project Location. 8. This Agreement contains the terms and conditions upon which the Agency shall disburse and the District shall use the funds that the City Council authorized at its meeting on March 17, 2010. AGREEMENT: In consideration of and reliance upon the above -recitals and the terms and conditions as further stated below, the Parties agree as follows. 1. The Agency shall disburse a total not to exceed $3,000,000 to the District for its use to design and construct the District Project, consisting of $500,000, available to the District pursuant to the Second Amendment to Redevelopment Agreement, dated November 20, 2002 ("Second Amendment"), and $2,500,000 from the District's Capital Outlay Fund. On or before May 30th, 2010, the Agency shall disburse to District for the District's use in designing and constructing the District Project a total of $2,200,000, consisting of the $500,000 pursuant to the Second Amendment, and $1,700,000 from the Capital Outlay Fund. Except as provided in paragraph 2, below, each year thereafter on or before June 30th, the Agency shall disburse additional funds which have accrued in the District's Capital Outlay Fund for District's use in designing and constructing the District Project, not to exceed $800,000. 2. The District shall complete the Project by May 30, 2013. If the District fails to complete the Project by that date or the funds are used in violation of the requirements of the Community Redevelopment Law, the District shall repay the District's Capital Outlay Fund that portion of any funds disbursed pursuant to this Agreement which were not used 2 in compliance with said requirements to design or construct the District Project, and the Agency shall have no obligation to disburse additional funds from the District's Capital Outlay fund pursuant to paragraph 1 of this Agreement. 3. The District shall properly account for the use of the funds disbursed pursuant to this Agreement and shall maintain adequate records of such expenditures in accordance with generally accepted accounting principles as applied to California school districts, which records shall be available at the District administrative offices for inspection, copying or audit by the Agency during the District's normal business hours. 4. The District shall fully indemnify, defend and hold harmless the Agency and its officers and employees from and against any claim, demand, liability, damage, cost or expense arising out of the District's receipt and use of the funds disbursed to District pursuant to this Agreement which claim, demand, liability, damage, cost or expense arises out of any act or omission of the District, or its officers, employees, contractors or agents, provided: a. a claim, demand or liability, includes a settlement or judgment based on the claim, demand or liability and the costs to the Agency of defending against the claim, demand or liability, including litigation expenses and the fees of attorneys, investigators, consultants, or experts to be paid when incurred and upon demand by Agency; and b. the District shall pay Agency for any damage, cost or expense, when incurred and not solely upon the Agency's payment therefor. 5. GENERAL PROVISIONS 5.1. This Agreement constitutes the entire agreement between the parties with respect to the terms and conditions upon which the Agency shall disburse and the District shall use the funds that the City Council authorized in Resolution No. 2010-13 and supersedes any and all other prior writings and oral negotiations. The terms of this Agreement shall prevail over any inconsistent provision in any other document, except Resolution No. 2010-13. 5.2 This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. 5.3 Any notices, documents, correspondence or other communications concerning this Agreement may be provided by personal delivery, facsimile or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 48 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO DISTRICT: IF TO AGENCY: 3 Ukiah Unified School District Attention: Superintendent 925 North State Street Ukiah, CA 95482 FAX: Ukiah Redevelopment Agency Attention: Executive Director Ukiah Civic Center 300 Seminary Avenue Ukiah, CA. 95482 FAX: 707-462-6204 5.4. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Mendocino County, California. 5.5. This Agreement shall not be assigned without the prior written consent of both parties. 5.6. This Agreement is entered into for the sole benefit of City and District and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 5.7. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 5.8. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. WHEREFORE, the Parties have entered this Agreement on the Effective Date. UKIAH REDEVELOPMENT AGENCY By?JChambers, Executive Director AT By: Anne Currie, City Clerk UKIAH UNIFIED SCHOOL DISTRICT �/Xz r ATTEST: By: 1���/