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Home My WebLink AboutRDA Successor Agency 2017-01-18Cou No. 1617-162 AGREEMENT REGARDING EXPENDITURE OF EXCESS BOND PROCEEDS [2011 Housing Bonds] This Agreement Regarding Expenditure of Excess Bond Proceeds ("Agreement") is entered into this 18th day of January, 2017, by and between the Successor Agency to the Redevelopment Agency of the City of Ukiah ("Successor Agency") and the City of Ukiah, a California municipal corporation, in its capacity as the Housing Successor to the former Redevelopment Agency of the City of Ukiah ("City"). The Successor Agency and the City are hereinafter collectively referred to as the "Parties." RECITALS A. Pursuant to the Community Redevelopment Law (Health & Safety Code Section 33000 et al.) ("CRL"), the former Redevelopment Agency of the City of Ukiah ("Redevelopment Agency") had responsibility to implement the Redevelopment Plan for the Ukiah Redevelopment Project (the "Redevelopment Project"), originally adopted by the City Council of the City of Ukiah ("City Council"). B. Pursuant to an Indenture of Trust Agreement, dated March 1, 2011, executed by and between the Redevelopment Agency and the Bank of New York Mellon Trust Company, as Trustee, (the "Trust Agreement"), the Redevelopment Agency issued 2011 Tax Allocation Housing Bonds, Series B (the "Housing Bonds"). C. Following dissolution of the Redevelopment Agency on February 1, 2012, pursuant to Assembly Bill 1X 26, the City elected to retain the housing assets and functions previously performed by the Redevelopment Agency, as the housing successor pursuant to Health and Safety Code Section 34176 ("Housing Successor"). All funds transferred to the Housing Successor are to be maintained in a separate Low and Moderate Income Housing Asset Fund created by the Housing Successor. D. Health and Safety Code Section 34191.4(c) provides that once the Successor Agency has been issued a Finding of Completion by the California Department of Finance ("DOF"), the Successor Agency is authorized to use the bond proceeds from bonds issued after January 1, 2011, in a manner consistent with the original bond covenants. Further, the Successor Agency may designate the use of and commit indebtedness obligation proceeds that were derived from indebtedness issued for redevelopment purposes after January 1, 2011, and that remain available after the satisfaction of enforceable obligations that have been approved on a Recognized Obligation Payment Schedule ("ROPS") and that are consistent with the indebtedness obligation covenants (hereafter "Excess Bond Proceeds"). E. Health and Safety Code Section 34176(g) provides that the Housing Successor may designate the use of and commit indebtedness obligation proceeds that remain after the satisfaction of enforceable obligations that have been approved in a ROPS and that are consistent with the indebtedness obligation covenants. That section also provides that one hundred percent -7- Agt to Expend Excess Bond Proceeds [2011 Housing Bonds] 82818.00001 \29469164.1 Cou No. 1617-162 (100%) of the proceeds derived from indebtedness obligations that were issued for the purposes of affordable housing prior to June 28, 2011, and that were backed by the Low and Moderate Income Housing Fund, can be used and committed in accordance with the indebtedness covenants and in a manner consistent with the purposes of the Low and Moderate Income Housing Asset Fund. F. The DOF issued a Finding of Completion to the Successor Agency on April 26, 2013. G. Health and Safety Code Section 34191.4(c) further provides that the expenditure of Excess Bond Proceeds must be listed separately on the applicable ROPS. H. The Parties desire to enter into this Agreement to use the Excess Bond Proceeds for the purposes identified in and consistent with the covenants contained in the Trust Agreement and related documents (the "Bond Covenants") and the requirements of the CRL, and to provide for the Successor Agency to transfer the Excess Bond Proceeds to the City to be used for such purposes. I. The execution of this Agreement was approved in a public meeting of the City Council and the Successor Agency on January 18, 2017. J. This Agreement was approved by the Oversight Board for the Successor Agency in a public meeting on January 25, 2017. K. The Oversight Board's action to approve this Agreement was submitted to DOF pursuant to Health and Safety Code Section 34179(h), and DOF approved this Agreement on , 2017. NOW, THEREFORE, in consideration of the mutual covenants, conditions and promises herein contained, the Parties hereby agree as follows: 1. Recitals. The Recitals above are true and correct and are incorporated herein by reference. 2. Term. The term of this Agreement shall commence on the Effective Date, and shall continue in effect until the date that all Excess Bond Proceeds are expended in accordance with the requirements of this Agreement. 3. Excess Bond Proceeds. As of December 31, 2017, the Successor Agency had $2,752,762.12 in Excess Bond Proceeds available from the Housing Bonds. 4. Use of Excess Bond Proceeds. The City agrees that it shall use the Excess Bond Proceeds available from the Housing Bonds identified above solely for the purposes identified in Recital H., above, or for other projects consistent with the 2011 Housing Bond Covenants and the provisions of the CRL that apply to the expenditure of such Excess Bond Proceeds. -7- Agt to Expend Excess Bond Proceeds [2011 Housing Bonds] 82818.00001\29469164.1 Cou No. 1617-162 5. Transmittal of Excess Bond Proceeds. Upon the Effective Date, the Successor Agency shall transfer the Excess Bond Proceeds (including any interest accrued thereon as of the Effective Date) to the City, and the City shall deposit such funds into the Low and Moderate Income Housing Asset Fund for the City's use in accordance with the terms, conditions and purposes set forth in this Agreement. 6. Project Approvals; Environmental Review. This Agreement is not intended to limit in any manner the discretion of the City in connection with the issuance of approvals and entitlements for the projects described in this Agreement, nor to avoid legally required processes attendant to project approval, including, without limitation, the undertaking and completion of any required environmental review pursuant to the California Environmental Quality Act and the National Environmental Protection Act, as applicable, and the review and approval of plans and specifications. 7. Severability. If any term, provision, covenant, or condition set forth in this Agreement is held by the final judgment of a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions, covenants, and conditions shall continue in full force and effect to the extent that the basic intent of the Parties as expressed herein can be accomplished. 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. 8. No Third -Party Beneficiaries; Assignments. Nothing in this Agreement is intended to create any third -party beneficiaries to this Agreement, and no person or entity other than the Successor Agency and the City, and the permitted successors and assigns of either of them, shall be authorized to enforce the provisions of this Agreement. 9. 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 the transactions contemplated by this Agreement. 10. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 11. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. 12. Amendment. This Agreement may be modified or amended, in whole or in part, only by an instrument in writing, executed by the Parties. 13. Effective Date. This Agreement shall be effective when signed by both parties, and approved by the Oversight Board and DOF. [Signatures on following page] -7- Agt to Expend Excess Bond Proceeds [2011 Housing Bonds] 82818.00001 \29469164.1 Cou No. 1617-162 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF UKIAH, in its capacity as the SUCCESSOR AGENCY TO THE Housing Successor to the former REDEVELOPMENT AGENCY OF THE Redevelopment Agency of the City of Ukiah CITY OF UKIAH By: S� S e Sangi Attest: By: omo, City Manager La4A,6 istine Lawler, City Clerk Approved as t By: apport, City Attorney Bv: Atte. t: 0. Brown, Chairperson Kristine Lawler, Secretary Approved as t• orm: Bv: -7- Agt to Expend Excess Bond Proceeds [2011 Housing Bonds] 82818.00001 \29469164.1 vid Rapport, Legal Counsel