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Resolution Number 98-10-6-2RESOLUTION NO. 98-10-6-2 APPROVING THE EXECUTION AND DELIVERY OF A LOAN AGREEMENT A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JUAN CAPISTRANO, CALIFORNIA, APPROVING A LOAN AGREEMENT BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND THE SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY (TRULIS/PARCEL 5, PARCEL MAP 92- 123) WHEREAS, by Ordinance No. 488, adopted July 12, 1983, Ordinance No. 509 adopted May 15, 1984, Ordinance No. 547, adopted on July 16,1985, and Ordinance Nos. 582-583 adopted on August 19, 1986, the City Council of the City of San Juan Capistrano (the "City Council") approved and amended the Redevelopment Plan (the "Plan") for the San Juan Capistrano Redevelopment Project (The "Project Area") of the San Juan Capistrano Community Redevelopment Agency (the "Agency"); and, WHEREAS, the Agency has the inability to meet its entire obligation for the purchase of the Trulis Property. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Juan Capistrano as follows: SECTION 1. The above recitals are true and correct. SECTION 2. The execution and delivery of the Loan Agreement and Promissory Note is in the best interest of the Agency and will promote the public health, safety and welfare. SECTION 3. The Loan Agreement, attached hereto as Exhibit "A", is hereby approved. The Mayor pro tem and City Manager are hereby authorized to execute the Loan Agreement on behalf of the City, together with such changes thereto as are approved by the City Manager, execution thereof being conclusive evidence of the City's approval of such changes. PASSED, APPROVED, AND ADOPTED this 6th day of October , 1998. ATTEST: �i- CITY CLERK -1- YOR PRO TEM 303 304 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF SAN JUAN CAPISTRANO ) I, CHERYL JOHNSON, City Clerk of the City of San Juan Capistrano, California, DO HEREBY CERTIFY that the foregoing is a true and correct copy of Resolution No. 98-10-6-2 adopted by the City Council of the City of San Juan Capistrano, California, at a regular meeting thereof held onthe 6th day of October 1998, by the following vote: AYES: Council Members Swerdlin, Greiner, Hart and Campbell NOES: None ABSTAIN: Mayor Jones ABSENT: None (SEAL) CHERYL JOIII)(50NCITY CLERK 011 305 CITY/AGENCY LOAN AGREEMENT SAN JUAN CAPISTRANO CENTRAL REDEVELOPMENT PROJECT THIS AGREEMENT is entered into this 6th day of October, 1998, by and between the SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body, corporate and politic (the "Agency"), and the CITY OF SAN JUAN CAPISTRANO, a municipal corporation (the "City"). RECITALS: A. By Ordinance No. 488, adopted July 12, 1983, Ordinance No. 509 adopted May 15, 1984, Ordinance No. 547, adopted on July 16,1985, and Ordinance Nos. 582-583 adopted on August 19, 1986, the City Council of the City of San Juan Capistrano (the "City Council") approved and amended the Redevelopment Plan (the "Plan") for the San Juan Capistrano Redevelopment Project (The "Project Area") ofthe San Juan Capistrano Community Redevelopment Agency (the "Agency"). B. Pursuant to the Community Redevelopment Law of the State of California (Health and Safety Code Section 3300 et. seg., the Agency is carrying out the Redevelopment Plan for the Project in the redevelopment project area (the "Project Area"). C. Agency needs funds to acquire certain property within the Central Redevelopment Project Area in order to facilitate the goals of the Redevelopment Plan. D. The Agency has determined by resolution inability to allocate the full amount required and the City and the Agency desire to enter into agreement under which the City will loan to the Agency an amount not to exceed $400,000.00. AGREEMENT The Agency and the City hereby agree as follows: I . Loan. The City loan to the Agency the amount not to exceed Four Hundred Thousand Dollars ($400,000.00) (the "Loan Amount")., which the Agency shall use as _I_ Exhibit A 306 down payment for the purchase of Trulis Property. Agency shall issue a Promissory Note provided as Attachment 1 and incorporated herein to this Agreement. 2. Repayment by the Agency • The Agency shall repay to the City the Loan Amount, plus interest at the average rate earned by the City investments during the term of this loan all due and payable upon the sale for the Lower Rosan Ranch property. Indebtedness of Agency This Agreement constitutes an indebtedness of the Agency incurred carrying out the Project, and a pledging of tax allocations from the Project to repay such indebtedness, under the provisions of Section 16 of Article XVI of the California Constitution and Section 33670-33674 of the Health and Safety Code; provide, however, that such pledge of tax allocations shall always be subordinate and subject to the right of the Agency pledge or commit tax allocations from the Project to repay bonds or other indebtedness incurred by the Agency in carrying out the Project. IN WITNESS WHEREOF, the Agency and the City have executed this Agreement as of the date first above written. ATTEST: /s/ Cheryl Johnson Agency Secretary ATTEST: /s/ Cheryl Johnson City Clerk APPROVED AS TO FORM /s/ John Shaw John Shaw, City Attorney SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY By: /s/ Wyatt Hart Wyatt Hart, Chairman By /s George Scarborough George Scarborough, Executive Director CITY OF SAN JUAN CAPISTRANO By: /s/ John Greiner John Greiner, Mayor pro tem By: /s/ George Scarborough George Scarborough, City Manager -2— Exhibit A 307 PROMISSORY NOTE SECURED BY DEED OF TRUST San Juan Capistrano, California October 6 , 1998 The undersigned, SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California ('Borrower"), promises to pay to the order of the CITY OF SAN JUAN CAPISTRANO, a municipal corporation organized and existing under the laws of the State of California ("Lender"), at 32400 Paseo Adelanto, San Juan Capistrano, California, or at such other place as may be designate in writing by Lender, the principal sum of (amount, not to exceed $400,000) DOLLARS with interest at the average rate earned by the City investment over the term of the note. Interest shall be due and payable in one installment on the Maturity Date (as hereinafter defined). The outstanding principal balance of this note, together with any accrued and unpaid interest, shall be due and payable in one installment on or before the tenth anniversary date of the note ("Maturity Date"). Notwithstanding the foregoing sentence, the principal balance of this note, together with accrued and unpaid interest, is payable at any time upon demand by Lender. All sums owing hereunder are payable in lawful money of the United States of America. All or any portion of the principal balance of this note may be prepaid at any time without penalty or premium. In the event any payments are made by the Borrower in payment of the note, such payments shall be applied first to the interest then accrued and due on the unpaid principal balance under this note, and the remainder of any such payment shall be applied to the reduction of the unpaid principal balance under this note, and the remainder of any such payments shall be applied to the reduction of the unpaid principal. Neither, this note nor any term hereof may be waived, amended, discharged, modified, changed or terminated orally nor shall any waiver of any provision thereof be effective except by any instrument in writing signed by the Borrower and the Lender hereof. No delay or omission on the part of the Lender hereof in exercising any right hereunder shall operate as a waiver of such a right or of any right under this note. Attachment 1 to Agreement 308 Promissory Note Page 2 This note shall be construed according to and governed by the Laws of the State of California and the parties hereto agree to submit to the jurisdiction of the courts of the State of California in the event any litigation arises concerning the terms of this note. "Borrower" SAN JUAN CAPISTRANO COMMUNITY REDEVELOPMENT AGENCY, a public body corporate and politic created under the laws of the State of California. By:/s/ Wyatt Hart Wyatt Hart, Chairman By: /s/ George Scarborough George Scarborough, Executive Director ATTEST /s/ Cheryl Johnson Agency Secretary