97-0519_CAPISTRANO UNIFIED SCHOOL DISTRICT_Promissory NotePROMISSORY NOTE
San Juan Capistrano, California
Date: May 19, 1997
FOR VALUE RECEIVED, the Capistrano Unified School District (hereinafter referred to
as the "District"), of 32972 Calle Perfecto, San Juan Capistrano, California, promises to pay to the
order of the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public
body corporate and politic created and existing under the laws of the State of California, its
successors and assigns (hereinafter referred to as the "Agency"), the total sum of Two Million Five
Hundred Thousand Dollars ($2,500,000.00) in annual installments upon the following terms and
conditions:
Total Sum.
District shall pay to Agency the total sum of Two Million Five Hundred Thousand Dollars
($2,500,000.00) for the purchase of that certain real property, more particularly described as
"Elementary School 664640007 Parcel" (the "Parcel") located in the City of San Juan Capistrano,
pursuant to the terms of the Second Amended and Restated Agreement for Cooperation between
Agency and District, dated May 19, 1997, (hereinafter the "Agreement").
2. Credit Applied Against Total Purchase Price.
The above -stated purchase price set forth in paragraph 1 shall be subject to a credit from the
Agency in favor of the District. The credit shall be calculated to equal an amount of money using
the same per -acre value established for the Parcel under the terms of the Agreement multiplied by a
factor of two and one half (2 and 1/2).
Commencement of First Installment Payment and Treatment of Future Installments.
The first installment payment shall commence upon the eleventh anniversary of the date that
the Agency first makes a tax increment payment to District pursuant to the increment sharing
agreement between the parties, and shall thereafter continue on an annual basis until the total amount
owing under this note is fully paid.
4. Source of Funds to Repay Note.
This note shall be repaid from tax increment funds deriving from the Agency's project area
created under Ordinance No. 488 as described in section 5 of the Agreement. Pursuant to said
Agreement, the Agency shall create and maintain a "School Facilities Fund" from which tax increment
funds shall be utilized to repay the note consistent with the provisions of the Agreement.
5. No Interest.
There shall be no interest owing on the total amount owed by District to Agency.
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6. Incorporation by Reference.
The terms of the Second Amended and Restated Agreement for Cooperation are hereby
incorporated by reference. On default, the Agency may exercise any of the remedies granted by this
Agreement.
Modification of Terms.
Agency may, with or without notice to maker, cause additional parties to be added hereto,
or release any party hereto, or revise, extend, or renew the note, or extend the time for making any
installment provided for herein, or accept any installment in advance, all without affecting the liability
of the District.
8. Attorney's Fees.
If suit is commenced on the note, the prevailing party shall pay attorney's fees and costs to
the other party.
9. Completion of Note.
District hereby acknowledges and agrees to date this note as of the day when the loan is made
and to complete this note in any other particulars according to the terms of the loan.
CAPISTRANO UNIFIED SCHOOL DISTRICT,
ais agency
Il13y:
James A. Fleming, Superintendent
APPROVED AS TO FORM:
Douglas N. Y man
for Parker, Covert & Chidester
Special District Counsel
APPROVED A TO FORM:
John R, aw, Agency Counsel
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$9,500,000
SAN JUAN CAPISTRANO COMMUNITY
REDEVELOPMENT AGENCY NON-NEGOTIABLE NOTE
CERTIFICATE OF CAPISTRANO
UNIFIED SCHOOL DISTRICT
The undersigned, on behalf of the Capistrano Unified School District (the "District"), hereby
certifies the following with respect to the above -captioned note (the 'Note").
1. The District is purchasing that certain parcel of land (the "Parcel') pursuant to and as
described in the Purchase and Sale Agreement and Escrow Instructions, dated as of May 19, 1997,
between the District as purchaser and the San Juan Capistrano Community Redevelopment Agency
(the "Agency") as seller.
2. The District understands that the Parcel was financed by proceeds of the Note; and
3. Absent an opinion of nationally recognized bond counsel acceptable to the Agency that
the exclusion from gross income of interest on the Note will not be adversely affected for federal
income tax purposes, the District will not permit the Parcel to be utilized by a person or entity (other
than a state or local governmental unit) in a trade or business on a basis different from the general
public (e.g., pursuant to a lease, operating or management agreement, or by ownership).
All use restrictions set forth herein with respect to this subject $9.5 million Note shall
automatically terminate upon payment in full of the Note.
The undersigned understands that this certificate will be relied upon by Stradling, Yocca,
Carlson & Rauth, bond counsel, in rendering certain tax advice to the Agency with respect to the
Note.
Dated: May 19, 1997 CAPISTRANO UNIFIED SCHOOL DISTRICT
By.
C3—\
J es A. Fleming, Superintendent
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EXHIBIT
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EXHIBIT A
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Legal Description: Parcel B
That portion of the easterly 60 acres of Parcel "L" per map recorded in book 2, page 38 of surveys in the
county recorders office of Orange County, Califomia as shown on Record of Survey No 97-1020, in the city
of San Juan Capistrano, County of Orange, State of California, described u follows:
Beginning at a spike and washer at the southwest comer of said easterly 60 acres; thence along the westerly
line of said easterly 60 acres N Odeg.03'02"W 37.45' to a point 40.00' with of the centerline of Camino del
Avion; thence S 88deg.01'05"E 57.09' parallel with said centerline to the TRUE POINT OF BEGINNING,
thence N Ideg. 59'58"E 17.51' to the beginning of a curve concave westerly having a radius of 61.75';
thence northerly 30.28' along said curve through a central angle of 28deg.05'2T' to a iron -tangent fine; - --
thence along said line N16deg.07'2I "W 57.71' to the beginning of a non -tangent curve concave to the east
having a radius of 264.75'and to which beginning a radial line bears S63deg.53'58"W , thence northerly
120.37' along said curve through a central angle of 26deg.03'00' ; thence N Odeg.03'02"W 351.00' parallel
to the westerly line of said easterly 60 acres to the beginning of a curve concave southeasterly having a
radius of 264.75'; then northerly and northeasterly 415.87' along said curve through a central angle of
90deg.00'W' to the beginning of a reverse curve concave to the northwest having a radius of 235.25', a
radial line through said beginning of reverse curve bears S Odeg.03'02"B thence easterly and northeasterly
288.80' through a central angle of 70deg.20' I T'; then N 19deg.36"41" E 104.91' to the beginning of a
curve concave to the southeast having a radius of 264.75'; thence northerly and northeasterly 328.34' along
said curve through a central angle of 71deg.03'30"; thence SS9deg. 19'49"E 1077.98'pmllel with the
northerly line of said Parcel "L" to a point which is 33.00' west of the east line of said Parcel "L"; thence
SOdeg.03'02"E 29.50' parallel with said east line; thence N89deg. 19'49"W 1078.37' parallel with said
northerly line to the beginning of a curve concave southeasterly having a radius of 235 25'; thence westerly
and southwesterly 291.76' along said curve through a central angle of 71deg.03'30" then S
19deg.36'41"W 104.91' to the beginning of a curve concave northwesterly having a radius of 264.75';
then southwesterly 49.34' along said curve through a central angle of I Odeg.40'36" to the beginning of a
reverse curve concave to the east having a radius of 24.25'; then southerly 34.91' along said reverse curve
through a central angle of 82deg.28'23" to the beginning of a reverse curve concave to the west having a
radius of 37.75', a radial line through said beginning of reverse curve bears N35deg.34'02'E; then
southerly 63.93' along said merse curve through a central angle of 97deg.02'03"to the beginning of a
compound curve concave northwesterly having a radius of 326.75'; thence southwesterly 46.82' along said
curve through a central angle of Meg. 12'34"; thence S39deg. 11'21"E 13.00' to the beginning of a curve
concave north and northwesterly having a radius of 339.75', a radial hearing through said beginning of
curve bears S39deg. 11'21"E; then southwesterly and westerly 23106' along said curve through a central
angle of 38deg.57'59" to the beginning of a reverse curve concave to the southeast having a radius of
159.75', a radial line through said beginning of reverse curve bears N Odeg.13'22"W; thence westerly and
southwesterly 250.46' through a central angle of 89deg.49'40"; thence S Odeg.03'02"E 259.78'; thence
S89deg. 56'58"W 77.00 ;thence S Odeg.03'02"E 15.45' to the beginning of a curve concave easterly having
a radius of 494.25'; thence southerly 141.53' along said curve through a central angle of 16deg.24'24" to a
iron -tangent line; thence S24deg.07' 10"E 94.15' to a non -tangent curve concave southwesterly having a
radius of 112.25', to which point a radial line bears N63deg.38'25"E; thence southerly 55.37' along said
curve through a central angle of 28deg.15'50" to a non -tangent line; thence Sldeg.59' 58"W 17 48' to a line
which is 40.00' north of the cemerline of Camino del Avion; then N 88deg.01'05"W 50.50' along said line
to the TRUE POINT OF BEGINNING.
Containing 3 43 acres more or less.
See Exhibit B attached hereto. �`1�" Z
BRUCE G. HALL
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