HomeMy WebLinkAbout00337C - RIVERSIDE COUNTY SUPERINTENDENT SCHOOLS TAX INCREMENT PASSTHRU PA10 CANYON PROJECT i . Riverside Co Supt of Schools
PA10 Canyon Proj Pass-thru re
Tax Increment Revenue
AGREEMENT #337C (3393)
R935, 6-15-94 R18415
SETTLEMENT AND COOPERATION AGREEb—,z --- — --- ---
THIS SETTLEMENT AND COOPERATION AGREEMENT ("Agreement") is
made and entered into as of the 29th day of December, 1993 ("Effective Date"), by and between
THE CITY OF PALM SPRINGS ("City"), THE COMMUNITY REDEVELOPMENT
AGENCY OF THE CITY OF PALM SPRINGS ("Agency"), and THE RIVERSIDE COUNTY
SUPERINTENDENT OF SCHOOLS ("Superintendent").
RECITALS
A. By Ordinance No. 1388, dated July 19, 1991, the City Council of the City, upon
recommendation of the Agency, adopted the Redevelopment Plan for the Canyon Redevelopment
Project Area ("Plan" or "Project Area" as appropriate) in accordance with (lie provisions of the
California Community Redevelopment Law ("CRL") (Health & Safety Code Section 33000, et
M.).
B. Superintendent is an affected taxing entity, as defined in Section 33353.2 of the
Health and Safety Code, and levies ad valorem property taxes on real property within the Project
Area.
C. Agency, City, and Superintendent have determined that it is appropriate to
alleviate any financial burden or detriment caused to Superintendent by the Plan.
D. City, Agency, and Superintendent desire to resolve and settle, once and for all
times, all past, present, or future claims, disputes, or causes of action, both real and potential,
arising against Agency and City in relationship to the Plan.
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E. By entering into this Agreement, Agency finds and determines the payments to
Superintendent as set forth in this Agreement are necessary to alleviate financial burden or
detriment caused to Superintendent by the Plan.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing, and the mutual promises and
covenants set forth herein, and for good and valuable consideration the receipt and sufficiency
of which are hereby acknowledged, the parties agree as follows:
1. Recitals Incorporated.
The above Recitals are incorporated herein and made a part of this Agreement.
2. Definitions.
The words and terms used in this Agreement shall have the following meanings:
a. "Agency" shall mean the Community Redevelopment Agency of the City
of Palm Springs.
b. 'Bonded Indebtedness" shall mean the debt owed to holders of instruments
resulting from public debt offerings, including, but not limited to, notes,
bonds, loans, and certificates of participation (whether they are funded,
refunded, assumed, or otherwise), incurred in connection with the Project
Area, regardless of when incurred, funded, refunded, or assumed.
C. "City" shall mean the City of Palm Springs.
d. "Community Redevelopment Law" shall mean Part 1 of Division 24
(commencing with Section 33000) of the California Health and Safety
Code.
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e. "County Auditor-Controller" shall mean the County Auditor-Controller of
the County of Riverside.
f. "Fiscal Year" shall mean the period from July 1 to and including the
following June 30.
g. "Plan" shall mean the Redevelopment Plan for the Canyon Redevelopment
Project Area, approved and adopted by the City Council of City by
Ordinance No. 1388 on July 19, 1991.
h. "Project Area" shall mean the geographic area identified as the
redevelopment area of the Canyon Redevelopment Project in the Plan, the
redevelopment of which is necessary for the public purposes of the
California Community Redevelopment Law.
i. "Property Tax Increment" shall mean the full amount of ad valorem
property tax revenues generated from within the Project Area that are
allocated to and paid to Agency pursuant to Health and Safety Code
Section 33670(b), which amounts are attributable to increases in assessed
valuation above the valuation shown on the assessment roll for the Fiscal
Year in which the Plan was adopted, plus any identifiable California state
legislative supplements to or substitutes for ad valorem property taxes
which are paid to Agency during the term of this Agreement. Not by way
of limitation of the foregoing, Property Tax Increment shall include (i)
payments made to Superintendent and other affected taxing entities,
whether such payments are made by Agency or directly by the County of
Riverside, (ii) funds set aside or expended by Agency pursuant to Health
& Safety Code Section 33334.2, and (iii) the portion, if any, of the
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aforedescribed property tax revenues not available for payment to Agency
in a particular year because Agency has not incurred indebtedness to
collect such revenues.
j. "Superintendent" shall mean the Riverside County Superintendent of
Schools.
k. "Superintendent Portion" shall mean that portion of the Property Tax
Increment allocated to and paid to Agency pursuant to Health and Safety
Code Section 33670(b) that Superintendent would have received, as
determined by application of the tax rate levied on behalf of
Superintendent in the Project Area, but for adoption of the Plan.
1. "Superintendent Special Bonded Indebtedness Tax Amount" shall mean
those portions of the Property Tax Increment allocated to and received by
Agency resulting from a levy imposed by Superintendent to pay principal
and interest on existing bonded indebtedness of Superintendent, which levy
occurs prior to the Fiscal Year in which the Plan becomes effective.
M. "Superintendent Tax Rate Increase Amount" shall mean those portions of
the Property Tax Increment allocated to and received by Agency resulting
from increases in the rate of tax imposed for the benefit of Superintendent
in the Project Area, which levy occurs after the Fiscal Year in which the
Plan becomes effective.
3. Agency Payments to Superintendent.
a. In addition to those property tax revenues which, throughout the term of
Plan, will accrue to the Superintendent from the Project Area assessed value, as shown on the
1990-91 assessment roll under Health and Safety Code Section 33670(a), Agency, subject to all
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of the terms of this Agreement, shall pay to Superintendent, commencing with the 1993-94
Fiscal Year and for each Fiscal Year thereafter throughout the duration of the Plan, the
following portions of Property Tax Increment which are allocated to and received by Agency
(collectively "Superintendent Share"):
(i) Sixty percent (60%) of the Superintendent Portion, and
(ii) One hundred percent (100%) of the Superintendent Special Bonded
Indebtedness Amount, and
(iii) One hundred percent (100%) of the Superintendent Tax Rate
Increase Amount,
less (i) the portion from such Property Tax Increment so allocated to and received by Agency
attributable to the above subparagraphs (1) through (3) that the Agency sets for low and
moderate income housing purposes pursuant to Health and Safety Code Section 33334.2 or
successor statute, but in no event shall the low and moderate income housing set-aside deduction
from the Superintendent Share exceed the minimum set-aside required under Health and Safety
Code Section 33334.2 or successor statute; and (ii) Superintendent's pro rata share of any
Property Tax Administrative fee or charge, or similar fees or charges, if any, charged to the
Agency by the County of Riverside for the collection, allocation, or distribution of Property Tax
Increment.
b. The Agency's payment to Superintendent of the Superintendent Share, as
set forth in paragraph (a) of this Section 3, for a Fiscal Year shall be made by Agency on or
before August 15 of the succeeding Fiscal Year (e.g., for Fiscal Year 1993-94, the Agency's
payment to Superintendent shall be made by Agency on or before August 15, 1994).
C. Superintendent expressly acknowledges and agrees that the payments set
forth in paragraph (a) of this Section 3 are to commence with the 1993-94 Fiscal Year and
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Superintendent waives receipt of any payments from Agency with respect to the Plan or Project
Area for any Fiscal Years prior to the 1993-94 Fiscal Year.
d. If, in any Fiscal Year in which Agency makes a payment to Superintendent
pursuant to paragraph (a) of this Section 3, Agency is also required by State law to remit or pay,
or in any manner to rebate or repay (through a reduction in the Agency's allocation of Property
Tax Increment or otherwise), portions of Property Tax Increment (i) to or on behalf of the
Superintendent, or (ii) to any State-established education fund or any portion thereof or other
education augmentation fund or any portion thereof (including but not limited to the Educational
Revenue Augmentation Fund) attributable to or assigned to Superintendent [(i) and (ii)
collectively hereinafter referred to "Additional Agency Education Payments to Superintendent"],
the parties hereto agree that the Agency's payment of the Superintendent Share for such Fiscal
Year shall be reduced on a dollar-for-dollar basis by the amount of such Additional Agency
Education Payments to Superintendent; provided, however, that in the event the Additional
Agency Education Payments to Superintendent for such Fiscal Year are greater than the
Superintendent Share for that Fiscal Year, the difference shall be deducted from the
Superintendent Share paid by Agency in the next following Fiscal Year and such further
subsequent Fiscal Years as may be necessary for Agency to obtain a one hundred percent
reduction in the Superintendent Share for such Additional Agency Education Payments to
Superintendent.
4. Changes in State Law.
a. In the event that in any future year(s) the current method of State school
district financing changes such that Superintendent is adversely impacted by the allocation of and
payment to the Agency of Property Tax Increment pursuant to the provisions of the Plan under
Health & Safety Code Section 33670(b), Agency, after written notice from the Superintendent
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satisfactorily documenting such adverse impact, shall negotiate in good faith with Superintendent
to amend this Agreement to provide for payment by Agency to Superintendent of an amount as
agreed by the parties for the purpose of mitigating such prospective adverse impact, which
negotiations shall be commenced and resolved within one hundred twenty (120) days of said
written notice; provided, however, that:
(i) Agency and Superintendent herein agree only to negotiate in good
faith;
(ii) Agency shall in no event be required to pay or reimburse
Superintendent for any tax revenues not received by Superintendent
prior to the date Agency received Superintendent's notice and
verification of lost revenues;
(iii) Agency shall in no event be required to pay Superintendent more
than the portion of Property Tax Increment revenues actually
received by Agency from the Project Area for the period of time
that would have been paid to and received by Superintendent in the
absence of the tax increment financing provisions of the Plan;
(iv) Agency's obligation to make any payments to Superintendent shall
be junior and subordinate to the payment of
(a) any Bonded Indebtedness and other indebtedness
issued or incurred by Agency prior to the date
Agency receives Superintendent's notice and
verification of lost revenues,
(b) any refinancing or refunding of any such Bonded
Indebtedness or other indebtedness after the date
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Agency receives Superintendent's notice and
verification of lost revenues (to the extent that anv
such refinancing or refunding does not decrease the
amount of Property Tax Increment available to
Superintendent under this Agreement, and
(c) any payments Agency may be required to make by
law, including without limitation, Health & Safety
Code Section 33334.2 or successor statute, and
(v) Superintendent shall execute such specific subordination
agreements consistent with subparagraph (iv) above as may
reasonably be requested from time to time by Agency.
b. Any amounts paid to Superintendent by Agency pursuant to paragraph (a)
of this Section 4 shall constitute an indebtedness of the Agency within the meaning of Health &
Safety Code Section 33670(b).
5. Subordination.
The parties hereto agree that in order to implement the Plan, the Agency may pursue
issuance of, or incur, Bonded Indebtedness. No prior approval or consent of Superintendent is
required as long as such proposed Bonded Indebtedness is not secured by all or any portion of
the Superintendent Share.
The Agency may also, with the consent of Superintendent, issue and/or incur Bonded
Indebtedness secured by all or a portion of the Superintendent Share payable to Superintendent
upon satisfaction of all of the following conditions:
a, any Bonded Indebtedness issued which is/are secured by all or any portion
of the Superintendent Share shall require the written consent of
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Superintendent, which consent shall not be unreasonably withheld if, prior
to the Agency issuing or incurring Bonded Indebtedness secured by all or
any part of the Superintendent Share, an independent financial consultant,
approved by both Superintendent and Agency, and paid for by
Superintendent, prepares a projection of expected Property Tax Increment
to be received annually by the Agency over the term of such Bonded
Indebtedness, and based upon such projection the Superintendent is
reasonably assured that it can reasonably anticipate that such Bonded
Indebtedness shall not impair Agency's ability to make the payments to
Superintendent required by this Agreement; and
b. Superintendent agrees to subordinate to repayment of the Bonded
Indebtedness that portion of the Superintendent Share which is pledged by
Agency as described in the immediately preceding subparagraph (i);
provided, however, that Agency may in its sole discretion issue or incur
such Bonded Indebtedness without obtaining Superintendent's agreement
to subordinate.
Except as otherwise provided in this Section, no portion of the Superintendent Share shall
be subordinate to any Bonded Indebtedness of Agency issued or incurred after the Effective Date
of this Agreement.
6. Plan Amendments Involving Assistance for School Facilities.
In the event Agency and City amend the Plan, including to add area to the Project Area,
for the purpose of providing land for or assistance for the development or construction of school
facilities (including, but not limited to, classrooms and administrative facilities), Superintendent
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expressly agrees to waive any rights it may have under applicable law to call for fiscal review
for such amendment.
7. Agency Indebtedness.
Agency's obligations hereunder to constitute an indebtedness of Agency within the
meaning of California Health and Safety Code Section 33670(b).
8. Books and Records.
Each party shall, within thirty (30) days after receipt of written request from the other,
make available to the other for review or audit its books and records regarding the payments and
expenditures referenced in this Agreement.
9. Agreement in Lieu of Superintendent Election Under Section 33676.
The parties hereto intend that this Agreement shall be in lieu of any payments which
otherwise would be paid to Superintendent from the Project Area pursuant to Health & Safety
Code Section 33676(a).
10. Covenant Not to Sue: Miscellaneous Matters Relatin to o Litigation.
Superintendent hereby waives any and all causes of action, cases, claims, counts, actions,
and/or complaints relating to, and agrees not to challenge, the validity of the Plan or the
ordinance adopting the Plan, and/or the validity, on the grounds of the invalidity of the Plan,
of bonds to finance or refinance in whole or in part the Plan, including, without limiting the
generality of the foregoing, the legality and validity of all proceedings theretofore taken or in
any way connected with the designation of the survey area, the selection of the Project Area,
the formulation of the Preliminary Plan, the adoption of the Plan, and the formulation and
certification of the Environmental Impact Report and other environmental documents for the
Plan. Subject to Section 6 hereof, by agreeing to this provision, Superintendent does not waive
the right to dispute the validity of any future amendments to the Plan or the adequacy of any
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environmental documents related top any future amendments to the Plan, and/or the right to
challenge any illegal implementation of the Plan.
In the event and to the extent that the Property Tax Increment, or any portion thereof,
is withheld or not paid to Agency, by reason of the pendency or filing of any cause of action,
cases, claims, events, actions, and/or complaints by any other public or private person or entity
against the Plan, or the environmental documents prepared and certified pursuant thereto, the
Agency's responsibility for directing or making any payment otherwise required by this
Agreement may, at Agency's sole discretion, accrue and be paid to the Superintendent when and
if available at the conclusion of litigation. The time for performance of Agency's obligations
under this Agreement shall be extended for the duration of such litigation.
11. Indemnification.
Superintendent shall indemnify, defend, and hold Agency and City harmless including,
but not limited to, attorneys' fees, from any claims, liabilities, causes of action, and damages
asserted by any third party by reason of Agency's payments under this Agreement.
12. City and Agency Obligations.
City shall have no financial obligation or liability by virtue of or pursuant to this
Agreement. Agency shall have no financial obligation or liability by virtue of or pursuant to this
Agreement except for payments solely from Property Tax Increment allocated to and received
by Agency as set forth in this Agreement.
13. Repeal of Section 33676(b) Resolutions.
Within sixty (60) days of executing this Agreement, Superintendent shall, pursuant to
Health and Safety Code Section 33676(c), repeal any resolution it has adopted pursuant to Health
and Safety Code Section 33676(b) regarding the Plan.
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14. Severability.
In the event any section or portion of this Agreement shall be held, found, or determined
to be unenforceable or invalid for any reason whatsoever, the remaining provisions shall remain
in effect, and the parties hereto shall take further actions as may be reasonably necessary and
available to them to effectuate the intent of the parties as to all provisions set forth in this
Agreement.
15. Default.
Except to the extent required by law, failure or delay by any party to perform any term
or obligation of this Agreement constitutes a default under this Agreement. The party who so
fails or delays must immediately commence to cure, correct, or remedy such failure or delay,
and shall complete such cure, correction, or remedy within thirty (30) days of notice. For such
defaults or delays that cannot be cured, corrected, or remedied within thirty (30) days, the
defaulting or delaying party shall commence to cure, correct, or remedy the failure or delay
within thirty (30) days of notice and shall diligently prosecute such cure, correction, or remedy
to completion within a reasonable period of time after commencement. If the failure or delay
is not cured, corrected, or remedied within the required period of time, the defaulting party shall
be liable for any damages caused by such default and the non-defaulting party may thereafter
commence an action for damages with respect to such default or for specific performance of this
Agreement. Prior to a failure or delay being deemed a default hereunder or the period to cure,
correct, or remedy being deemed to have commenced, the nondefaulting party shall serve the
defaulting party with notice of default. Notwithstanding anything herein to the contrary, in the
event of a default by Agency, Superintendent's damages shall be limited to the portion of the
Superintendent Share determined to be owing to Superintendent by Agency.
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16. Notices.
All notices required by this Agreement or by law shall be in writing and delivered by
personally delivery, by United States mail, prepaid, certified, return receipt requested, or by a
reputable document delivery service that provides a receipt showing date and time of delivery.
Notices personally delivered or delivered by document delivery shall be effective upon receipt.
Notices sent by United States mail shall be effective on the third business day following deposit.
Notices shall be addressed to:
If to Agency: Redevelopment Agency of the City of Palm Springs
3200 E. Tahquitz-McCallum
P.O. Box 2743
Palm Springs, CA 92263-2743
Attn: Director
If to City: City of Palm Springs
3200 E. Tahquitz-McCallum
P.O. Box 2743
Palm Springs, CA 92263-2743
Attn: City Manager
If to Superintendent: The Riverside County Superintendent of Schools
P.O. Box 868
Riverside, CA 92502
Attn: Superintendent of Schools
17. Attorney's Fees.
In the event of any dispute between the parties hereto arising out of or connected to this
Agreement, the prevailing party in such litigation shall be entitled, in addition to whatever other
relief the court may grant, to reasonable attorney's fees and costs. Reasonable attorney's fees
and costs shall accrue on the date of filing of such litigation and shall include attorney's fees and
costs incurred in discovery and on appeal.
18. Time of Essence.
Time is of the essence in the performance of the terms of this Agreement.
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19. Governing Law.
This Agreement shall be governed by, and construed under, the laws of the State of
California.
20. Further Assurances.
Agency and Superintendent each agree, without further consideration, to execute such
other and further documents, and to perform such other and further acts, as may be necessary
or proper in order to consummate the transactions set forth in and contemplated by this
Agreement.
21, Non-Liability of Public Agency Officers and Employees.
No officer, official, employee, agent, representative, or volunteer of Agency or City shall
be personally liable to Superintendent, or any successor in interest, and no officer, official,
employee, agent, representative, or volunteer of Superintendent shall be personally liable to
Agency or City, or any successor in interest, in the event of any default or breach by the
defaulting party, or for any amount which may become due to the non-defaulting party, or for
breach of any obligation of the terms of this Agreement.
22. Entire Agreement: Amendment.
This Agreement constitutes the entire understanding and agreement between the parties
and supersedes all previous negotiations between them pertaining to the subject matter hereof.
Each party to this Agreement has been advised by counsel of its choosing and in entering into
this Agreement is relying upon its own investigation and evaluation and not upon any
representations by any other party. It is the intent of Agency and Superintendent that the
payment herein provided constitute a full, complete, fair, and equitable adjustment for all
financial and other impacts which have or may result to Superintendent during the term of the
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Plan and that this Agreement fully and fairly settle all disputes between the parties with respect
to the Plan as set forth in Recital D.
This Agreement shall remain in effect during the entire term of the Plan. This
Agreement shall not be amended, changed, or modified except by written agreement of the
parties.
23. Tax Increment Limit.
Amounts paid by Agency to Superintendent pursuant to this Agreement shall not count
against the limit on the total number of dollars to be allocated as Property Tax Increment to
Agency under the Plan.
24. Conditions to Agreement Becoming Operative.
This Agreement shall be effective as of the Effective Date and shall become operative
(i) only after its approval by a resolution of the respective governing authorities of Agency and
Superintendent, and thereafter the full execution by the parties, and (ii) when the Plan is deemed
validated by operation of law or by final judgment by a court of competent jurisdiction validating
the Plan.
25. Counterparts.
This Agreement may be executed in one or more counterparts, each of which shall be
deemed to be an original instrument.
[END - SIGNATURE PAGE FOLLOWS]
i
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IN WITNESS WHEREOF, Agency, City, and Superintendent have entered into this
Agreement as of the Effective Date.
"Agency"
COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF PALM SPRINGS
By:
Chairn(an ✓
ATTEST:
Q
BY; —1— Apt O) ED) f8V '["R 6.OA1dhM�i�Ji+� Y RC-DEV.sistant Secretary S—1 6�(�31ElJP�7 i�� �E c r
�
APPROVED AS TO FORM: 3 3 it
Agency ounsel
"CITY'
CITY OF PALM SPRINGS
By: rZ,,�
Oayor
ATTEST: (�
AP'flk-U ED BY 1HF ClTY COUNCIL
C iy Clerk By RFC. N00
APPROVED AS TO FORM:
By
City
[signatures continued on next page]
FS2\394\014084-0022\2093033.1 05/10194 -16-
"Superintendent"
THE RIVERSIDE COUNTY SUPERINTENDENT
OF SCHOOLS
By:
erry Kgrr
Assistant Superintendent, Business Services
ATTEST:
By:
Secretary
APPROVED AS TO FORM:
Superintendent Counsel
a
FAA, �
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