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HomeMy WebLinkAbout00190C - RIVERSIDE CO HOUSING AUTHORITY LOW INCOME HOUSING FUND Housisng Auth of Riverside Co. Terminate Agr Pledge of Redev Low/Moderate Income Hsg Fund AGREEMENT #190A R1033, 12-3-97 AGREEMENT TERMINATING AGREEMENT FOR PLEDGE OF REDEVELOPMENT AGENCY LOW AND MODERATE INCOME HOUSING FUND THIS AGREEMENT TERMINATING AGREEMENT FOR PLEDGE OF REDEVELOPMENT AGENCY LOW AND MODERATE INCOME HOUSING FUND (the "Agreement") dated as of December 1, 1997, is by and between the Housing Authority of the County of Riverside (the "Authority") and the Community Redevelopment Agency of the City of Palm Springs (the "Agency"). RECITALS : A. The Authority and the Agency entered into that certain Agreement for Pledge of Redevelopment Agency Low and Moderate Income Housing Fund dated September 8, 1988 (the "Pledge Agreement")pursuant to which the Agency agreed to pay certain moneys to the Authority as security for a portion of the Authority's Revenue Bonds, Issue A of 1988 (the "Bonds"). B. The net operating income from the projects purchased by the Authority with the proceeds of the Bonds has been insufficient to pay debt service with respect to the Bonds. As a result, the Authority is implementing a financial restructuring plan to redeem the Bonds and to sell the projects. C. In connection with the financial restructuring, the Agency has agreed to make a one-time lump sum payment to the Authority in exchange for the Authority's agreement to terminate the Pledge Agreement. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES HEREIN SET FORTH, the parties agree as follows: Section 1. Within two working days following a request by the Authority,the Agency will make a lump sum payment of$350,000 to the Authority which the Authority will use to defease a portion of the Bonds. Upon such use by the Authority of the $350,000, the Agency's obligations under the Pledge Agreement will be fully discharged. In the event the Authority is unable to defease the Bonds within 15 days following such payment by the Agency, the Authority will return such $350,000,together with any interest earned thereon,to the Agency, and the Pledge Agreement will remain in full force and effect. Section 2. The Authority and the Agency hereby agree that, upon termination of the Pledge Agreement as set forth in Section 1,the Pledge Agreement shall be of no further force and effect and neither the Authority nor the Agency shall have any further rights or obligations thereunder. Agreement Terminating Page 2 Agreement for Pledge of Redevelopment Agency Low and Moderate Income Housing Fund Section 3. The Agency acknowledges that the Authority intends to sell the projects acquired in the City of Palm Springs with the proceeds of the Bonds to a public or private agency and hereby consents to such transfer and will execute any further documents needed by the Authority to effect such a transfer. The parties agree that the Authority may at any time sell the projects purchased by the Authority within the City of Palm Springs with the proceeds of the Bonds, so long as the Authority records against such projects a Regulatory Agreement which binds the purchaser(s) of the projects and their successors to continue to restrict the occupancy of the units in accordance with the terms of the existing Regulatory Agreement executed by the Authority in cormection with the purchase of such projects; provided, however, that the term of the Regulatory Agreement will be extended to the year 2018. The Authority agrees that, in the event the proceeds from the sale of the projects it owns in the Cities of Palm Springs and Corona exceed the amount that the Authority is obligated to pay to the Palm Desert Redevelopment Agency from the proceeds of the sale of such projects, it will pay a proportionate share of such surplus amounts to the Agency, with the balance being paid to the Redevelopment Agency of the City of Corona. Section 4. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall constitute one agreement. The signature and acknowledgement pages from each counterpart may be removed and attached to a single document in order to create one original instrument. IN WITNESS WHEREOF,the parties have caused this Agreement to be executed on their behalf by duly authorized representatives, all as of the date first above written. HOUSING AUTHORITY OF THE COUNTY OF RIVERSIDE Its: Executive Director � REDEV LOPME ENCY OF THE CITY Attest: OF PAL SPRINGS 'By/'� a Assistant Secretary - By. Its: Executi Director 5y flip V:OtAivilEway aE'�J'l:v;'. QaWACY BY RES. NO. /'�_3.a 14 -,- �;� County Housing Authority Pledge of CRA Hsng Funds for Citys share of bond issue AGREEMENT #190 R558, 9-7-88 AGREEMENT FOR PLEDGE - OF REDEVELOPMENT AGENCY LOW AND MODERATE INCOME HOUSING FUND This Agreement is made this day of 1988 , by and between the Housing Authority of the County of Riverside (hereinafter the "Authority" ) and the Community Redevelopment Agency of the City of Palm Springs (hereinafter the "Agency") . Recitals A. The Authority, a public body corporate and politic of the State of California , operates in accordance with California Health and Safety Code §34200 et sec . (the "HAL" ) and is therein designated by the California Legislature to have the primary responsibility for providing housing for low income and very low income households within its jurisdiction . The Authority operates throughout the County of Riverside (the "County" ) . B. The Agency, a public body, corporate and politic, of the State of California, operates in accordance with Section 33000 et sec . of the California Health and Safety Code (the "CRL" ) within the corporate boundaries of the City of Palm Springs (the "City" ) . The Agency is presently implementing the Redevelopment Plan (the "Redevelopment Plan" ) for the Tahquitz-Andreas Redevelopment Project (the "Redevelopment Project" ) , which Redevelopment Plan was adopted by the City Council of the City of Palm Springs on August 19 , 1983, by Ordinance No . 1187 . Pursuant to the Redevelopment Plan and Section 33334 . 2 of the CRL, twenty percent (20%) of all taxes allocated to the Agency from the Redevelopment Project pursuant to Section 33670 of the CRL ( "tax increments" ) must be set aside in a Low and Moderate Income Housing Fund (the "Project Housing Fund") for the purpose of improving and increasing the City' s supply of low and moderate income housing . C. The Authority has developed a comprehensive assessment of the need for low and moderate and very low income housing throughout the County, including the City, and the Agency acknowledges that the Authority has the staff, experience and programs to effectively provide said housing . D. The Authority will acquire and manage residential developments throughout the County in sufficient volume to effect efficiencies in which the Agency can participate by joining the Authority' s effort . Agreements NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL PROMISES HEREIN SET FORTH THE PARTIES AGREE AS FOLLOWS: SECTION 1 . DUTIES OF THE AUTHORITY 1 . 1 . Creation of the Program. The Authority has determined to implement a program of acquiring either existing or newly constructed rental housing developments within the area of its jurisdiction (the "Program" ) for the purpose of fulfilling its purpose under the HAL to provide rental housing to persons and families of low and moderate income, and of very low income, at affordable housing cost. 1 . 2 . Issuance of Bonds . Pursuant to the HAL, the Authority proposes to issue revenue bonds (the "Bonds") to create a source of funds to implement the Program, which shall include the acquisition of existing or newly constructed rental housing developments in the City (the "Developments" ) . In connection with such Bonds , the Authority will cause to be reserved from the total principal amount issued a total of $10, 000 , 000 (the "Reservation Amount" ) which shall be used exclusively to increase and improve the supply of low and moderate income housing within the City. Such "Reservation Amount" is not less than the Initial Pledge Amount the Agency shall pay from its Project Housing Fund on the date the Bonds are issued (the "Bond Issuance Date" ) pursuant to the first sentence of Section 2 . 1 hereof nor greater than the Agency' s pro rata portion of the total amount of Bonds issued based upon the respective initial pledge amount contributions of all redevelopment agencies participating in the Program. 1 . 3 . Acquisition of Developments . Immediately following the issuance of the Bonds , the Authority shall commence its efforts to identify sites containing existing Developments within the City suitable for acquisition or sites within the City suitable for the construction of Developments . Where sites for construction of Developments have been identified, the Authority shall contract with a private developer for construction and acquisition on a turnkey basis , i . e . , construction by the developer according to approved plans and acquisition by the Authority upon satisfactory completion of construction ( "turnkey Developments" ) . In connection with turnkey Developments , the Authority shall solicit proposals from developers and shall be responsible to insure that the developer complies with the approved plans and specifications during construction and that the Development meets all applicable building code requirements . The -2- Authority shall cooperate with the Agency in site selection and shall defer to the Agency on choice of sites if more than one site is feasible. The Authority shall not acquire any Development that does not meet design standards and zoning requirements approved by the City and the Agency. No Development shall be acquired until such Development meets the criteria set forth in the Bond Documents (hereinafter defined) for the release of Bond proceeds to fund such acquisition. 1.4 . Management of Developments . The Authority shall assist in the rent-up of turnkey Developments commencing ninety (90) days before completion and shall manage such Development from the date of the issuance of the applicable certificate of occupancy charging no fee therefore until the Authority acquires such Development . Upon acquisition of any Development, the Authority shall hold title thereto for its own account, and shall manage the Development in accordance with the applicable requirements of the CRL and the HAL, including without limitation those forbidding discrimination on any basis and the construction or operation of the Development for profit to the Authority or as a source of revenue to the City. The Authority shall return surplus funds to benefit the low income population within the Authority' s jurisdiction. The Authority agrees that the Developments shall remain available at affordable housing cost to persons and families of low and moderate income for the periods of time set forth in Section 33334 . 2 , 33334 . 3 or 33413 of the CRL, whichever is applicable. In connection therewith, the Authority shall record in the office of the County Recorder of Riverside County, covenants or restrictions , satisfactory to the Agency, which implement the applicable requirements of such sections with respect to each Development . Such covenants or restrictions shall run with the land and shall be enforceable, against the Authority and any successor in interest, by the Agency or the City. 1 . 5 . Administration of Amounts Pledged. The Authority shall be the initial custodian and administrator of all moneys pledged and paid to it pursuant to Section 2 . 1 hereof . The Authority shall have the sole responsibility to invest and authorize disbursements of such moneys, all in accordance with this Agreement and the documents to be executed and delivered in connection with the issuance of the Bonds (the "Bond Documents" ) . The Authority shall hold all such moneys in trust for the purposes described herein, independent of any lien on assets created under the Bond Documents , and shall upon written request provide the Agency with a statement detailing the use or other disposition of such moneys as of the date requested . -3- SECTION 2 . DUTIES OF THE AGENCY 2 . 1 . Pledge of Project Housing Fund. To assist the Authority in the implementation of the Program, the Agency hereby irrevocably pledges to pay $225 , 000 (the " Initial Pledge Amount" ) to the Authority from moneys in the Project Housing Fund . In addition, the Agency hereby irrevocably pledges to pay $ 2,000.00 per year for every dwelling unit that is financed pursuant to the Program and located within the Agency' s territorial jurisdiction (the "Annual Pledge Amounts" ) , also to be paid from moneys in or to be deposited in the Project Housing Fund. The Annual Pledge Amount specified above is the maximum amount per unit per year that the Agency is obligated hereunder to pay. If the Annual Pledge Amounts, when added to the net revenues (for purposes of this section, "net revenues" means all revenues received from the rental of dwelling units and the operation of the applicable Developments , less the normal, ordinary and necessary operating and maintenance expenses of the applicable Developments) from all dwelling units located within the Agency' s territorial jurisdiction and financed pursuant to the Program, exceed an amount that is 120% of the then annual debt service on the Bonds pertaining to the financing of such dwelling units, then the Annual Pledge Amount shall be reduced in order that such 120% amount shall not be exceeded from that point on, and any excess amounts paid shall be returned to the Agency as soon as possible after a determination is made by the Authority, based upon information provided by the Bond Trustee, that any such excess amount exists . If it is similarly determined that no Annual Pledge Amount is necessary to be paid because the net revenues are at least equal to such 120% amount, the Authority shall so notify the Agency. If the net revenues from the applicable dwelling units, without the assistance of any Annual Pledge Amount , are in excess of 120% of the then annual debt service on the related Bonds , then the Authority shall pay such excess annually to the Agency as a reimbursement for any and all Annual Pledge Amounts previously paid by the Agency to the Authority until such payments are fully reimbursed . The pledge amounts referred to herein shall be perfected on the Bond Issuance Date and the specific uses to which the Authority may apply such pledges shall be fully described in the Bond Documents . Such uses may include payment of a portion of the costs of issuing the Bonds and the funding of certain reserve fund accounts as may be necessary to support the payment of debt service on the Bonds ; provided, however, that any such use must be for the purpose of satisfying the duties of the Authority as -4- r set forth in Section 1 hereof to provide low and moderate income housing within the City. The obligation of the Agency to pay the amounts specified herein constitutes an indebtedness of the Agency incurred in carrying out the Project and a pledging of tax increments from the Project Housing Fund to repay such indebtedness under the provisions of Section 16 of Article XVI of the California Constitution and Sections 33670-33678 of the California Health and Safety Code; it is a special obligation of the Agency limited exclusively to funds available within or to be deposited in the Project Housing Fund, and is subordinate to existing pledges of tax increments from the Project, including the Project Housing Fund, to repay bonds or other indebtedness incurred by the Agency in carrying out the Project . The obligation of the Agency hereunder is not a debt of the City or payable out of any other funds of the Agency. 2 . 2 . Time of Payment . The Agency shall pay the Initial Pledge Amount by no later than one (1) business day prior to the Bond Issuance Date . The Agency shall pay the Annual Pledge Amounts each year during the term of this Agreement on May 1. 2 . 3 . Approval of Developments . The Authority shall use its best efforts to present to the Agency for approval plans to acquire at least one specific Development per year during the first five (5) years of the term of this Agreement . All agreements concerning the acquisition of Developments (including turnkey contracts) shall be conditioned upon approval by the Agency. The Agency shall approve for acquisition any such Development unless the Agency can show good and reasonable cause (including but not limited to incompatibility with zoning or land use restrictions or inability to provide needed off-site improvements) why such Development should not be so acquired. If by the date which is five (5) years after the Bond Issuance Date (the "Redemption Date" ) the Agency has not approved Developments which aggregate in acquisition cost the Reservation Amount set forth in Section 1 . 2 hereof, the Bonds will be redeemed in an amount approximately equal to the difference in the cost of Developments that have been so approved and such Reservation Amount . If on the Redemption Date the cost of Developments so approved is less than the Initial Pledge Amount , then the Agency shall be entitled to a return of any portion of the Initial Pledge Amount that has not been expended for use pursuant to the Program, plus any interest earned thereon. 2 . 4 . Timely Responses . The Agency shall render its decisions on matters referred to it by the Authority under -5- this Agreement within three (3) working days after the next regular meeting of its Board following the referral by the Authority of the question, provided that the Authority has submitted any such question for consideration to the Agency at least five (5) working days prior to the Agency Board meeting at which the question will be considered. The Agency agrees that it shall not discriminate on the basis of race, religion, creed, color, national origin, sex or age in making any decisions or approvals in accordance with this Agreement . 2 . 5 . Installation of Off-Site Improvements . The Agency may in its sole discretion construct or cause to be constructed such off-site improvements and provide such tenant relocation assistance as may be required in connection with any Development located in the City. Alternatively, the Authority may perform such improvements and relocation pursuant to a reimbursement agreement with the Agency. In either case, the necessity for off-site improvements and/or relocation assistance is to be outlined by the Authority in its original request for approval of any Development to be submitted to the Agency pursuant hereto . SECTION 3 . AGENCY REPRESENTATIONS 3 . 1 . The Agency is a public body, corporate and politic, duly organized and existing under the laws of the State of California . 3 . 2 . The Agency has full legal right , power and authority under the laws of the State to enter into this Agreement and to perform its obligations hereunder . 3 . 3 . The execution of this Agreement has been duly authorized by the Agency, has been duly executed and delivered by the Agency and constitutes a valid and binding obligation of the Agency enforceable in accordance with its terms , except as limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the rights of creditors generally. 3 . 4 . The execution and delivery of this Agreement does not violate any law, rule, regulation or ordinance, or any other order, judgment or decree of any court, and does not conflict with, or constitute a breach of, or a default under the CRL, or under the terms and conditions of any agreement , instrument or commitment to which the Agency is a party or by which the Agency or any of its property is bound. 3 . 5 . There is no action, suit, proceeding, inquiry or investigation pending or threatened against the Agency -6- seeking to prohibit , restrain or enjoin the pledge of the Project Housing Fund to the Authority or the expenditure of the pledged monies by the Authority for any of the Developments . 3 . 6 . The Agency has determined that the issuance of the Bonds and the expenditure of the pledged monies on the Developments will increase and improve the supply of low and moderate income housing within the territorial jurisdiction of the Agency. 3 . 7 . The Agency will not further pledge or encumber the Project Housing Fund, so long as the Agency is obligated to make payments to the Authority hereunder, without the prior written consent of the Authority or its successor, if any. The Authority shall not unreasonably withhold any such consent so long as the original pledges to the Authority hereunder are not impaired. 3 . 8 . The Agency covenants and agrees that it will diligently carry out and continue to completion in a sound and economical manner, with all practicable dispatch, its Redevelopment Plan (as hereinafter defined) in accordance with the CRL and the Redevelopment Plan. The Redevelopment Plan may be amended as provided in the CRL, but amendments affecting the deposit of tax increments into the Project Housing Fund may be made only if they will not substantially impair the Agency' s ability to pay to the Authority the amounts pledged hereunder . 3 . 9 . The Agency covenants that, during the term of this Agreement , it will not make any findings under Section 33334 . 2 that would impair the Agency' s ability to make the annual payment to the Authority described herein. 3 . 10 . The total amount of tax increment revenues expected to be deposited into the Project Housing Fund for the fiscal year 1988-89 is approximately $ 250,000.00 SECTION 4 . ADDITIONAL AGREEMENTS 4 . 1 . The parties agree that the expenditure by the Authority of the funds pledged hereunder by the Agency are for the purposes described in Sections 33334 . 2 and 33334 .3 of the CRL . The parties also agree that these funds are needed by the Authority to off-set the cost of financing the acquisition of the Developments because of the need to eliminate non-asset Bonds from the financing and the need to cover any gap between the net revenues generated by the Developments and the debt service on the Bonds . -7- 1 4 .2 . The Agency agrees to execute such further documents as may be required by the Authority to secure the pledge of funds from the Project Housing Fund. 4 . 3 . The parties agree that the Agency and the City shall have no liability for any debt whether it be created by the issuance of the Bonds or the operation of any of the Developments within the City except as specifically set forth herein. The Authority agrees to undertake the liability for the repayment of principal , premium, if any, and interest on the Bonds and the operation of the Developments when acquired. 4 . 4 . The parties agree that this Agreement shall continue in full force and effect until the earlier of the following events occurs : 1 . The Agency ceases to receive tax increments to fund its Project Housing Fund; 2 . Release from the lien of any indenture given by the Authority in connection with the Bonds of all deeds of trust relating to Developments financed with the proceeds of the Bonds and located within the City; 3 . Termination of the public ownership of the Developments ; 4 . Five (5) years after the Bond Issuance Date if no proceeds of the Bonds have been used to increase and improve the supply of low-income housing located within the jurisdiction of the Agency; provided, however, that the Authority' s obligations to reimburse the Agency from excess net revenues as set forth in Section 2 . 1 and to return to the Agency any unexpended portion of the Initial Pledge Amount as set forth in Section 2 . 3 shall survive any such termination until satisfied; 4 . 5 . The parties agree that this Agreement shall be amended only in writing approved by the parties , but that amendments of form generated by the exigencies of the underlying Bond transaction may be made by the respective executive directors of the Agency and the Authority. The parties further agree that this Agreement shall be interpreted so as to effect the purposes of the underlying Bond issue and the Bond Documents . 4 . 6 . The Authority represents and warrants to the Agency and the City that it is authorized under all applicable laws , including Article XXXIV of the California -8- Constitution, to acquire and manage the Developments within the City. 4 . 7. The Authority shall indemnify the Agency and the City for any claim made against it or any judgment rendered against it stemming from the Bond issue or the acquisition or operation of the Developments . The Agency agrees to indemnify the Authority only for such damage direct or consequential resulting from any failure to make the payments or perform the duties of the Agency described herein. 4 . 8 . The parties agree that the rights and obligations of this Agreement cannot be assigned or otherwise transferred except by operation of law to a successor public agency. 4 . 9 . The parties agree that whenever possible each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement is prohibited by or invalid under any applicable law such provision shall be effective only to the minimal extent of such prohibition or invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement or the application of this Agreement to other parties or circumstances . 4 . 10 . The Authority acknowledges that this Agreement creates no direct or indirect relationship between the Agency and the owners from time to time of the Bonds . In that regard, the Authority shall indemnify and hold the Agency harmless from any and all claims of such Bondowners or of others arising out of the issuance of the Bonds . 4 . 11 . All notices or other communications required or permitted to be given by this Agreement or the Bond Documents shall be in writing and shall be considered as properly given if delivered personally or by messenger or mailed within the United States by first-class United States mail, postage prepaid, or by prepaid telegram and addressed to the addresses of the parties as respectively set forth below. If to the Authority: Housing Authority of the County of Riverside 5555 Arlington Avenue Riverside, CA 92504 Attention : Executive Director -9- If to the Agency: Redevelopment Agency of the City of Palm Springs P.O. Box 1786 Palm Springs , CA 92263-1786 Attention: Executive Director 4 . 12 . The parties agree that no member of the staff of either party or any of its commissioners or advisory commissioners, if any, shall have any interest in this Agreement, in the Bond Documents, in the Bond issue, in any Development, in any contract to be let in accordance therewith or any subcontract or any real property within one-half mile of the location of any proposed Development as such locations become known. If any such interest is present now or subsequently arises the interest holder shall make written notice to the Agency or the Authority, respectively, of such interest and such interest holder shall be thereafter precluded from participating in any decision-making with regard to the implementation of this Agreement or the Bond issue. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on their behalf by duly authorized representatives , all as of the date first-above written. HOUSING AUTHORITY OF THE COUNTY OF RIVERSIDE By:/ � �� Its : Executive Director REDEVELOPMENT AGENCY OF r°r�� ' w k 4AUomeey THE CITY OF PALM SPRINGS �y1c< 1 dat .H'JJ�S I By: �� Norman King Its : Exect)tivp Director ATTEST���-� �_Asst. Secretary APPROVED BY THE CRA BY RES 558, 9-8-88 3035r/NM -10-