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HomeMy WebLinkAbout02417 - SENCA CONVENTION CENTER FINANCE 032687 1142r:TBH Reimbursement & Repayment agr REIMBURSEMENT AND REPAYMENT AGREEMIbtwn City & Agcy to implement por of Conv Ctr Fin Program,PA2 AGREEMENT #168/2417 Resolution 469/16174, 4-15-87 THIS AGREEMENT is entered into this 15th day of April , 1987, by and between the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS (herein the "Agency") and the CITY OF PALM SPRINGS (herein the "City") . Recitals A. By Ordinance No. 1187, adopted July 19, 1983, the City Council of the City approved and adopted a certain Redevelopment Plan (herein the "Redevelopment Plan") for the Palm Springs Tahquitz-Andreas District Redevelopment Project (herein the "Project") . B. Pursuant to the Community Redevelopment Law of the State of California (Section 33000 et seq. of the Health and Safety Code) , the Agency is carrying out the Redevelopment Plan for the Project, and has entered into an Amended and Restated Development Agreement (herein the "Development Agreement") with Hotel and Convention Center Partners I, Ltd. (herein the "Developer") , Shale Energy Corporation of America (herein "SENCA") and the City, pursuant to which the Developer has developed a hotel on real property (h6cei.n the "Site") owned or leased by the Developer located within the Project Area, and the City has constructed a convention center facility on adjacent real property. C. Pursuant to and in accordance with the Redevelopment Plan and in order to carry out and effectuate the Development Agreement, the City, the Agency and the City of Palm Springs Public Facilities Corporation (herein the "PFC") , a private nonprofit corporation, have entered into various agreements and arrangements, pursuant to which : 1. Certificates of Participation in the amount of THIRTY-FIVE MILLION DOLLARS ($35, 000, 000) (herein the "Certificates") have been issued to finance the acquisition and construction of the convention center facility (herein the "Convention Center") and acquisition of certain real property adjacent to the Convention Center (the "Adjacent Parcel") by the City; and 2. The PFC has subleased the real property on which the Convention Center is located from SENCA Palm Springs, Inc. , a California corporation wholly-owned and controlled by SENCA, pursuant to a sublease dated December 31, , 19 Wherein the "Master Sublease") ; and 3. The City has subleased the Convention Center improvements from the PFC by way of a sublease dated December 31 , 19 g4 (herein the "Sublease") , and the PFC has assigned all payments from the City under the Sublease to the holders of the Certificates. D. In accordance with the Redevelopment Plan, the Agency is authorized to incur indebtedess in carrying out the Project and its obligations under the Development Agreement, pledging as security for the repayment thereof taxes from the Project Area allocated to the Agency pursuant to the provisions of Section 16 of Article XVI of the California Constitution and Sections 33670-33678 of the Health and Safety Code (herein the "Tax Allocations") . E. Pursuant to the Community Redevelopment Law, the Agency is authorized, with the consent of the City Council of the City, to pay all or part of the value of the land for and the cost of the installation and construction of any building, facility, structure or other improvement which is publicly owned either within or without the Project Area, upon a determination by the City Council that such building, facility, structure or other improvement is of benefit to the Project Area and that no other reasonable means of financing such building , facility, structure or other improvement is available to the community. -2- Y F. When the value of such land or the cost of the installation and construction of such building, facility, structure or other improvement, or both, has been or will be paid or provided for initially by the City, the Agency may enter into a contract with the City under which it agrees to reimburse the City for all or part of the value of such land or all or part of the cost of such building, facility, structure or other improvement, or both, by periodic payments over a period of years. G. In order to enable the City to undertake its obligations under the Sublease, and in consideration of the benefit derived by the Project from the presence of the Convention Center in the Project Area, the parties desire to enter into this Reimbursement and Repayment Agreement (herein "Agreement") . Agreements NOW, THEREFORE, THE AGENCY AND CITY HEREBY AGREE AS FOLLOWS: 1. In consideration of the undertakings of the parties recited above, and for so long as the Sublease shall remain in effect, the Agency shall reimburse, repay, contribute and pay to the City the amounts specified below from the sources and upon the conditions set forth below: a. From the annual Tax Allocations available to the Agency from the Project, and after first making adequate provision for required payments due on bonds or other indebtedness of the Agency which may be issued or incurred by the Agency in carrying out the Project and for which said `Pax Allocations are pledged or committed, the Agency shall semi-annually pay to the City, upon demand of the City, the following sums : (1) An amount equal to the Tax Allocations which are attributable to the Site; and -3- (2) In addition, Tax Allocations in an amount which, when added to the amount payable to the City under subparagraph (1) , above, is necessary to provide the City with sufficient funds to pay annual sublease payments under the Sublease, but in no event to exceed SIX HUNDRED THOUSAND DOLLARS ($600, 000) annually. b. The City shall make demand for such payments from the Agency semi-annually on the first business days of October and April following the end of the fiscal year of the Agency; provided, however, that the failure of the City to make such demand shall not modify or forgive the obligations of the Agency hereunder. C. The Agency shall make such payments to the City in equal semi-annual installments, as said funds are available to the Agency, or in such other amounts and times as the parties may agree. Sums due the City hereunder but not paid by the Agency due to the unavailability of funds at the time payment is due shall accrue and bear interest at the rate of ten percent (10%) per annum until paid, except that the City may elect to waive payment of such unpaid amounts in order to allow the Agency to undertake other Project activities. 2. The Agency shall have no liability hereunder except as set forth in Section 1 hereof after first making adequate provision for required payments on bonds or other indebtedness of the Agency secured by Tax Allocations. 3. This Agreement constitutes an indebtedness of the Agency incurred in carrying out the Project and a pledging of the Tax Allocations from the Project to repay such indebtedness under the provisions of Section 16 of Article XVI of the California Constitution and Sections 33670-33678 of the Health and Safety Code; provided, however, that such pledge of Tax Allocations shall always be subordinate and subject to the right of the Agency to pledge or commit Tax Allocations from the Project -4- to repay bonds or other indebtedness incurred by the Agency in carrying out the Project. 4. This Agreement and the Agency' s obligations hereunder shall terminate upon the termination or expiration of the Sublease. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and attested by their respective proper officers thereunto duly authorized, and their official seals to be hereto affixed, as of the day and year first above written. ATTEST: COMMUNITY REDEVELOPMENT AGENCY CITY OF PALM SPRINGS, CALIFORNIA By ssistant Secretary airman ATTEST: CITY OF PALM SPRINGS, CALIFORNIA B g4�it—yC 1'i r—k t y115 rid ge REVIEWED AND APPROVED: APPROVED BY THE COMMUNITY REDEV. APPROVED BY THE CITY COUNCIL AGENCY 8Y RES. NO. BY RES. NO. /<:�/7�. • • 032687 1147r:TBH RESOLUTION NO. 16174 OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, AUTHORIZING THE EXECUTION OF A REIMBURSEMENT AND REPAY- MENT AGREEMENT WITH THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS RELATING TO THE PALM SPRINGS TAHQUITZ-ANDREAS DISTRICT REDEVELOPMENT PROJECT WHEREAS , the City Council of the City of Palm Springs has adopted a certain Redevelopment Plan (the "Redevelopment Plan") for a redevelopment project known as the Palm Springs Tahquitz-Andreas District Redevelopment Project ( the "Project") , by Ordinance No. 1187 on July 19, 1983 ; and WHEREAS , the Community Redevelopment Agency of the City of Palm Springs (the "Agency") is vested with the responsibility to undertake and carry out the Project under the provisions of the California Community Redevelopment Law (Section 33000 et sere . of the Health and Safety Code) ; and WHEREAS , pursuant to and in implementation of the Redevelopment Plan, the City and the Agency have entered into an Amended and Restated Development Agreement (the Agreement")"Development A "p g ) with Hotel and Convention Center Partners I , Ltd. , a California limited partnership (the "Developer") and Shale Energy Corporation of America, a Texas corporation ( "SENCA") , dated December 31, 1984, pursuant to which the Developer has constructed a hotel on real property located within the Project Area, the City has constructed a convention center facility (the "Convention Center") on adjacent real property also within the Project Area, and the Agency has agreed to pay for the cost of construction of such Convention Center; and WHEREAS , pursuant to Section 33445 of the Community Redevelopment Law, the Agency is authorized, with the consent of the City Council, to pay all or part of the value of the land for and the cost of the installation and RESOLUTION NO. 16174 construction of any building , facility, structure or other improvement which is publicly owned either within or without the Project Area, upon a determination by the City Council that such building, facility, structure or other improvement is of benefit to the Project Area and that no other reasonable means of financing such building, facility, structure or other improvement is available to the community; and WHEREAS , when the value of such land or the cost of the installation and construction of such building, facility, structure or other improvement, or both, has been or will be paid or provided for initially by the City, the Agency may enter into a contract with the City under which it agrees to reimburse the City for all or part of the value of such land or all or part of the cost of such building, facility, structure or other improvement, or both, by periodic payments over a period of years; and WHEREAS, the Agency is authorized to incur indebtedness in carrying out the Project, to be repaid from and secured by a pledge of the allocation of taxes to the Agency pursuant to the provisions of Section 16 of Article XVI of the California Constitution and Sections 33670-33678 of the Community Redevelopment Law (the "tax allocations") ; and WHEREAS, Section 33679 of the Community Redevelopment Law provides that before an agency commits to use a portion of its tax allocations for the purpose of paying all or part of the value of the land for, and the cost of the installation of, any publicly owned building , the legislative body shall hold a public hearing and prepare a summary setting forth the amount of taxes proposed to be used for paying for the costs of the publicly owned building, the facts supporting the determinations required by Section 33445 of the Community Redevelopment Law and the redevelopment purpose for which the taxes are being used to pay for the land and construction of such publicly owned building ; and -2- RESOLUTION NO. 16174 WHEREAS , the Agency prepared the summary required by Section 33679 of the Community Redevelopment Law, and said summary was made available to the public for inspection; and WHEREAS, the City Council held the public hearing required by Section 33679 of the Community Redevelopment Law on October 10, 1984 , and made the determinations required by Section 33445 of the Community Redevelopment Law and does hereby re-affirm those findings as set forth in Resolution No. 15288 ; and WHEREAS, in furtherance of the Redevelopment Plan and in implementation of the Development Agreement, the City and Agency desire to enter into a Reimbursement and Repayment Agreement pursuant to which the Agency will pay and reimburse the City for costs incurred for the construction of the Convention Center ; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PALM SPRINGS , AS FOLLOWS : Section 1 . The City Council hereby approves the Reimbursement and Repayment Agreement with the Agency, substantially in the form presented with this resolution, and the Mayor and the City Clerk are hereby authorized to execute said Agreement on behalf of the City. PASSED AND ADOPTED this 1.9th day of April 1987 . AYES : Councilmembers Birer, Foster, Smith and Mayor Bogert NOES : None ABSENT: Councilmember Apfelbaum ATTEST: CITY OF PALM SPRINGS, CALIFORNIA By City Clerk City Manager REVIEWED AND APPROVED: -3-