HomeMy WebLinkAbout02059 - PS PUBLIC FACILITIES CORP COGEN POLICE LEASE U
M S ¢ OD cc,
Recording Requested by and ) xo� as
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City of Palm Springs
3200 Tahquitz-McCallum Way ) � m a x u"
Palm Springs, California 92262 ) a y
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Attention: City Clerk ) X ~ m`
Above For Recorder' s Use Only
This document recorded for the
benefit of the City of Palm
Springs and the recording is fee
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Government Code.
City of PS Public Facilities
Corp-City of PS - Lease agr
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�?r LEASE AGREEMENT AGREEMENT #2059 (Orig 4-1-84)
Res 15001, 4-4-84
(Cogeneration Facilities and Police Building) --
THIS LEASE AGREEMENT dated as of April 1, 1984 by and
( ✓ between the CITY OF PALM SPRINGS PUBLIC FACILITIES CORPORATION,
' a non-profit public benefit corporation, duly organized and
existing under and by virtue of the laws of the State of
California (herein called the "Corporation" ) and the CITY OF
PALM SPRINGS, a municipal corporation organized and existing
under and by virtue of the laws of the State of California
(herein called the "City" ) .
W I T N E S S E T H:
WHEREAS, the City has determined the need for a 1300
kilowatt cogeneration facility at the City' s municipal complex,
a 650 kilowatt cogeneration facility at the City' s Sunrise
Plaza Recreation Center and a new police building; and
WHEREAS, the Corporation has been formed on behalf of the
City to assist in the financing and construction of public
facilities; and
WHEREAS, the Corporation and City have determined that it
would be in the best interests of the Corporation, City and
citizens of the community to finance the above mentioned public
facilities through the sale and delivery of certificates of
participation evidencing a proportionate interest in the Base
Rental Payments to be made pursuant to this Lease Agreement;
NOW, THEREFORE, for and in consideration of the mutual
promises and agreements herein contained, the parties hereto
agree as follows:
9 0
SECTION 1 : Definitions.
Unless the context otherwise requires, the terms defined in
this Section 1 shall, for all purposes of this Lease Agreement,
have the meanings herein specified.
Additional Rental
"Additional Rental" or "Additional Rental Payments" means
C, that rental due for the Project as defined in Section 7(b) of
this Lease Agreement.
Base Rental
"Base Rental" or "Base Rental Payments" means the total
rental due for the Project, but does not include Additional
Rental .
Certificates
"Certificates" means the certificates of participation
evidencing a proportionate interest of the owner thereof in the
Base Rental Payments to be made pursuant to Section 7(a) of
this Agreement.
Construction Contract
"Construction Contract" means the construction contract or
contracts providing for the construction of the Facilities,
including, without limitation, the plans and specifications,
any addenda thereto, and other construction documents, copies
of which are or will be on file in the office of the Secretary
of the Corporation and the City Clerk of the City.
Facilities
The term "Facilities" shall mean the 1300 kilowatt
cogeneration facility ( sometimes referred to as the "Municipal
Cogeneration Facility" ) , the 650 kilowatt cogeneration facility
(sometimes referred to as the "Sunrise Cogeneration Facility" )
and the police building (sometimes referred to as the "Police
Facility" ) constructed on the Property.
Fiscal Year
"Fiscal Year" means the fiscal year as established from
time to time by the City, being on the date of the Trust
Agreement the period from July 1 to and including the following
June 30.
Lease
"Lease" means this entire Lease Agreement.
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Project
"Project" means the Property and the Facilities constructed
thereon.
Property
"Property" means that certain real property located in the
City of Palm Springs, County of Riverside, State of California,
together with certain easements and rights of way, consisting
of parcels on which the Facilities are located, and more
particularly described in Exhibit "A" attached hereto and
incorporated herein by reference. The Municipal Cogeneration
Facility is to be constructed on Parcel A, the Sunrise
Cogeneration Facility is to be constructed on Parcel B and the
Police Facility is to be constructed on Parcel C.
Treasurer
"Treasurer" means the Treasurer of the Corporation.
Trust Agreement
"Trust Agreement" means the Assignment and Trust Agreement,
dated as of April 1, 1984, by and among the City, the
Corporation and First Interstate Bank of California, as
trustee, as originally executed or as it may from time to time
be supplemented or amended by any supplemental indenture
entered into pursuant to the provisions thereof.
Trustee
"Trustee" means the trustee appointed under and defined by
the Trust Agreement or any successor appointed as therein
provided.
SECTION 2 : Property Lease.
For and in consideration of the sum of $1. 00 being the fair
advance rental value of the Property leased hereunder, receipt
of which is hereby acknowledged, City hereby leases the
Property to the Corporation for a term commencing on April 1,
1984 (herein sometimes referred to as the "Property Lease" ) .
Unless such term is extended as hereinafter provided, the term
of the Property Lease shall end on the earlier of (i ) July 1,
2006 or (ii ) one ( 1) day after the payment or provision for the
payment of the Certificates. If on June 30, 2006, the
Certificates or any certificates, bonds, notes or other
obligations of the Corporation incurred to pay the advance rent
on the Property and to finance and construct the Facilities
shall not be fully paid and retired or provision for such
payment has not been made so that any and all security
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instruments filed with City have been discharged, or if the
rent payable under the Project Lease shall have been abated at
any time and for any reason, then the term of this Property
Lease shall be extended until one (1) day after the
Certificates or any certificates, bonds, notes or other
obligations of the Corporation incurred to pay advance rent on
the Property and to finance and construct the Facilities shall
be fully paid and retired or provision for such payment has
Gp been made, except that the term of this Property Lease shall in
no event be extended beyond July 1, 2015 .
SECTION 3 : Purpose of Property Lease.
The Corporation shall use the Property solely for the
purpose of constructing the Facilities thereon and leasing the
Property and the Facilities to the City pursuant to the Project
Lease set forth in Section 5 hereof; provided that in the event
of default by the City under the Project Lease, the Corporation
may exercise the remedies provided in Section 21 .
SECTION 4: Owner in Fee.
The City covenants that it is the owner in fee of the
Property.
j,.'SECTION 5 : Project Lease.
The-Co-rporation hereby leases the Project to the City and
the City hereby '-Ieases the Project from the Corporation,
subj6ct't6 the terms and conditions hereof (the "Project
Lease" ) .
SECTION 6: Term of Project Lease
The term of this Lease shall commence on July 1, 1985,
provided all of the Facilities are substantially completed and
written notice thereof has been served on the City, or on any
later date of such substantial completion, including, without
limitation, any extension of the completion date as may be
provided under any Construction Contract. Although this
Section contemplates all the Facilities being substantially
completed and the City taking possession of them on the same
date, it shall not preclude the City and the Corporation from
agreeing that the City may take possession of all or any
portion of the Project being substantially completed, and, in
such case, the term of this Lease shall commence upon such
occupancy. In regard to the Municipal Cogeneration Facility
and the Sunrise Cogeneration Facility, City agrees to take
possession of those facilities on or before July 1, 1985,
provided the buildings in which the engine-generator sets are
to be located have been substantially completed and that the
City is not otherwise precluded from taking occuancy by damage
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or destruction of such facilities as provided in Section 12
hereof. Each such building shall be considered to be
"substantially completed" when the Contractor has filed with
the County a Certificate of Completion.
This Project Lease shall end on (i ) June 30, 2006, or (ii )
such earlier or later time when the Certificates have been
OD retired or provision for payment has been provided for pursuant
thereto, and, at such time, any surplus funds remaining in the
hands of the Trustee shall be paid to the City.
Upon the City paying all Base Rental Payments as required
by this Project Lease or exericing its option to purchase the
Facilities as described in Section 26 of this Project Lease and
the retirement of the Certificates of Participation and the
expiration or termination of the term hereof, title to the
Facilities and any improvements thereon or additions thereto
shall be transferred directly to the City in accordance with
the provisions of the Trust Agreement.
SECTION 7 : Rental .
The City shall pay from any source of legally available
funds the Base Rental and the Additional Rental to the
Corporation in the amounts, at the times and in the manner set
forth herein, said amounts constituting in the aggregate the
total of the annual rentals payable under the Project Lease as
follows:
(a) Base Rental . For the period commencing on ( 1)
July 1, 1985, or (2 ) the date on which the City takes
possession of each of the Facilities, whichever ( 1) or (2 )
occurs later, the City agrees to pay to the Trustee for the
account of the holders of the Certificates of Participation
rent for each Fiscal Year consisting of principal and interest
at the times and in the amounts specified in Exhibit "B"
attached hereto and incorporated herein, and rent shall cease
when the Certificates of Participation have been retired or
provision for payment has been made. In the event that the
liability of the City for rent at said annual rate does not
commence on July 1, 1985, the rent to be paid for the remaining
portion of the Fiscal Year in which such liability commences
shall be prorated and shall be paid no later than March 20,
1985 . During the remainder of the term of this Lease, said
rent for each Fiscal Year shall be immediately due and payable
in semi-annual payments on September 20 and March 20 of each
year, commencing on September 20, 1985 .
The total annual Base Rental is apportioned to the
Municipal Cogeneration Facility, the Sunrise Cogeneration
Facility and the Police Facility in order to provide for
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adjustment in the Base Rental payments in the event of partial
or total destruction of any of said facilities, the taking by
eminent domain, or in the event that the City elects to
exercise its option to purchase one or more of said facilities.
(b) Additional Rental . In addition to and after the
LN commencement of the Base Rental hereinabove set forth, the City
shall pay to the Trustee for the account of the Corporation an
amount or amounts (hereinafter called "Additional Rental" )
equivalent to the sum of the following.
(i) All taxes and assessments of any nature
whatsoever, including, but not limited to, excise taxes, ad
valorem taxes, ad valorem and specific lien special assessments
and gross receipts taxes, if any, levied upon the Project or
upon the Corporation' s interest therein or upon the
Corporation' s operation thereof or the Corporation' s rental
income derived therefrom.
(ii ) All expenses (not otherwise paid or
provided for out of the proceeds of the sale of Certificates of
the Corporation) incidental to the sale and delivery of the
Certificates and all administrative costs of the Corporation,
including without limiting the generality of the foregoing,
salaries, wages, expenses, compensation and indemnification of
the Trustee under the Trust Agreement, fees and charges of
auditors, accountants, architects, attorneys and engineers, and
all other necessary administrative charges of the Corporation
or charges required to be paid by it in order to comply with
the terms of the Certificates or of the Trust Agreement and to
defend the Corporation and its members.
(iii ) Insurance premiums, if any, on all
insurance required or permitted under the provisions of Section
11 hereof.
(iv) All costs and expenses which the
Corporation may incur in consequence of or because of any
default by the City under the Project Lease, including
reasonable attorneys' fees and costs of suit in equity or
action at law to enforce the terms and conditions of the
Project Lease.
The Additional Rental payable hereunder shall be paid by
the City within thirty-five (35 ) days after notice in writing
from the Corporation to the City stating the amount of
Additional Rental then due and payable and the purpose
thereof. Nothing herein contained shall prevent the City from
making from time to time contributions or advances to the
Corporation for any purpose now or hereafter authorized by law.
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(c) Consideration. The payments of advance rent
pursuant to Section 7(g) and Base Rental and Additional Rental
hereunder for each year of the term of the Project Lease shall
constitute the total rental for said year and shall be paid by
the City for and in consideration of the right of use and
occupancy, and the continued quiet use and enjoyment, of the
Project for and during said year. Failure of the Cogeneration
Facilities to function as intended due to an error in design or
OD construction or because of any other event, except destruction
or damage of the Facilities as provided in Section 12 hereof,
shall not cause an abatement of the rental payments due
hereunder. The parties hereto have agreed and determined that
*► such total rental represents the fair rental value of the
Project and those portions of the total rental designated for
the Municipal Cogeneration Facility, the Sunrise Cogeneration
Facility and the Police Facility represents the fair rental
value for each of those facilities. In making such
determination, consideration has been given to the costs of
acquisition, construction and financing of the Facilities, the
uses and purposes which will be served by the Facilities and
the benefits therefrom which will accrue to the parties to the
Agreement and the general public by reason of the Facilities.
(d) Budget. The City shall take such action as may
be necessary to include and maintain all such total rental
payments (Base Rental and Additional Rental) due under the
Project Lease in each Fiscal Year in its budget for such Fiscal
Year and further shall make the necessary appropriations for
all such rental payments. The City shall furnish to the
Corporation and to the Trustee under the Trust Agreement copies
of the budget at least fifteen ( 15) days before final adoption
thereof. The covenants on the part of the City herein
contained shall be deemed to be and shall be construed to be
ministerial duties imposed by law and it shall be the
ministerial duty of each and every public official of the City
to take such action and do such things as are required by law
in the performance of such official duty of such officials to
enable the City to carry out and perform the covenants and
agreements in the Project Lease agreed to be carried out and
performed by the City.
(e) Payment. Each annual Base Rental payment and
each Additional Rental payment shall be paid in lawful money of
the United States of America, by warrant or check drawn against
funds of the City, at the office of the Trustee in Los Angeles,
California, or at such other place or places as may be set
forth in the Trust Agreement. Each annual Base Rental payment
and each Additional Rental payment which is not paid when due
shall bear interest at a rate which is the same as the average
interest rate per annum which the Certificates bear from the
date on which the Base Rental payment or Additional Rental
payment, as the case may be, becomes due until the same is
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paid. Notwithstanding any dispute between the Corporation and
the City hereunder, the City shall make all rental payments
when due and shall not withhold any rental payments pending the
final resolution of such dispute. In the event of a
determination that the City was not liable for said rental
payments or any portion thereof, said payments or excess of
payments as the case may be shall be credited against
subsequent rental payments due hereunder.
CO
Gb (f) Credit on Base Rental. There shall be credited
against Base Rental any amount required to be so credited under
the Trust Agreement.
(g) Advance Rent; Reserve Deposit. In addition to
the payment of Base Rental and Additional Rental, the City
shall pay advance rental for the use and occupancy of the
Facilities in the amount of $1, 420, 188. 13 consisting of
interest only for the period from the date of the delivery of
the Certificates of Participation to July 1, 1985 on the
principal amount of the Certificates attributable to the
Municipal Cogeneration Facility and the Sunrise Cogeneration
Facility and to October 1, 1985 on the principal amount of the
Certificates attributable to the Police Facility. Such advance
rental shall be paid in whole or in part from the proceeds of
the sale of the Certificates of Participation.
SECTION 8: Construction of the Facilities.
The Corporation shall diligently cause to be constructed,
the Facilities on the Property in the manner provided in this
Lease. The Corporation hereby designates the City as its agent
to take construction bids and supervise construction of the
Facilities. The Construction Contract shall be awarded to a
contractor or contractors licensed under the laws of the State
of California and such Construction Contract shall be awarded
after competitive bidding following the procedures required by
the applicable laws of the State of California relating to the
awarding of contracts of a similar nature by the City. Except
as hereinafter provided, for the purpose of paying the cost of
construction of the Facilities on the Property and all costs
and expenses incidental thereto, including, but not limited to,
architectural fees for design of the Facilities, Certificates
shall be authenticated and delivered as provided in the Trust
Agreement.
The City has taken bids for the Police Facility and the low
bid is Four Million Two Hundred and Sixty Five Thousand Dollars
($4,265, 000) . The City agrees to pay from existing City funds
all costs of construction of the Police Facility in excess of
Two Million Five Hundred Thousand Dollars ($2, 500, 000) , which
amount will be paid by the Corporation from the proceeds of the
Certificates. On the date of the delivery of the Certificates
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the City agrees to pay to the Trustee for deposit in the
Construction Fund established pursuant to the Trust Agreement
One Million Eight Hundred and Fifty Thousand Three Hundred
Dollars ($1, 850, 300) representing the bid amount, plus 2%
t}i thereof as a contingency, less $2, 500, 000.
GO Such construction shall be substantially completed by
July 1, 1985; provided, however, that such completion date
shall be extended for such further period if the Corporation,
the City, or any contractor or contractors, are delayed by:
(1) litigation brought against the City or the Corporation, (2)
any act of God which the City or the Corporation could not
reasonably have foreseen and provided for, or (3 ) any strikes,
boycotts, or like obstructive actions by employee or labor
organizations which are beyond the control of the City or the
Corporation and which the City or the Corporation cannot
overcome with reasonable effort and could not reasonably have
foreseen and provided for, or (4) any war or declaration of a
state of national emergency, or (5) the imposition by
government action or authority of restrictions upon the
procurement of labor or materials necessary for the completion
of the Facilities.
All work, construction and materials shall be in accordance
with the Construction Contract; provided, however, that
subsequent to the delivery of the Certificates, the City may
not make changes, additions, deletions or modifications in the
plans and specifications which result in an increase in the
cost of constructing the Facilities without the prior approval
of the Corporation; provided, however, that unless sufficient
additional funds are provided therefor (i ) the cost of the
Facilities shall not exceed that which is established at the
time when the Certificates are delivered, and (ii ) the cost of
change orders shall not exceed the reserve therefor established
at such time. The City shall not take action which extends the
period of construction beyond the period for which the
Corporation has funded interest on the Certificates unless
sufficient additional funds are provided therefor by the City.
Any moneys remaining in the Construction Fund to be established
under the Trust Agreement after the construction and completion
of the Facilities shall be applied by the Corporation as
provided in the Trust Agreement.
SECTION 9: Maintenance and Operation of Project.
The City shall, at its own expense, maintain the Project
and all improvements thereon in good order, condition and
repair. The City shall provide or cause to be provided all
security service, custodial service, janitor service, power,
gas, telephone, light, heating and water, and all other public
utility services. It is understood and agreed that in
consideration of the payment by the City of the rental provided
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for in Section 7 hereof, the Corporation is only obligated to
furnish the Project, and the Corporation shall have no
obligation to incur any expense of any kind or character in
connection with the management, operation or maintenance of the
Project during the term of the Project Lease. The City shall
keep the Project and any and all improvements thereto free and
clear of all liens, charges and encumbrances.
CO
GD SECTION 10: Additions and Improvements.
The City shall have the right during the term of the
Project Lease to make any additions or improvements to the
Project, to attach fixtures, structures or signs, and to affix
any personal property to the Facilities provided the use of the
Project for the purposes contemplated in the Project Lease is
not impaired and that such changes do not damage the Project or
reduce the value of the Project to a value substantially less
than that which existed prior to such changes. Title to all
personal property placed in any of the improvements on the
Property shall remain in the City, provided, however, that any
modifications or improvements which constitute fixtures will
automatically become subject to this Agreement, and the
proceeds of any disposal of property pursuant to any such
modifications or improvements shall be delivered to the Trustee
for deposit into the Certificate Fund. Subject to the
foregoing, the title to any personal property, improvements or
fixtures placed on the Property by any sublessee or licensee of
the City shall be controlled by the concession contracts
entered into by the City.
SECTION 11: Insurance.
The City shall secure or cause to be secured a policy or
policies of insurance against loss or damage to the aboveground
portion of the Facilities, resulting from fire, lightning,
vandalism, malicious mischief and such perils ordinarily
defined as "extended coverage" and such other perils as the
Corporation and City may agree should be insured against on
forms and in amounts satisfactory to each. Provided such
insurance is available from reputable insurers, such insurance
shall be maintained in an amount not less than the full
insurable value of the aboveground portion of the Facilities or
the amount of the Corporation' s outstanding Certificates,
whichever is greater. The term "full insurable value" as used
in this Section shall mean the actual replacement cost "new"
(including the cost of restoring the surface of grounds owned
or leased by the Corporation but excluding the cost of restor-
ing trees, plants and shrubs) less physical depreciation. Said
"full insurable value" shall be determined from time to time
but not less frequently than once in every 36 months by an
independent appraisal firm or by any other method of appraising
or valuation mutually acceptable to the Corporation and City.
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A copy of the appraisal shall be sent to the Trustee. The City
shall also:
(a) Maintain or cause to be maintained, as to the
aboveground portion of the Facilities, which are conveyed by
the Project Lease, insurance:
C2
f� (i ) Against war risks, as and when such
a1 insurance is obtainable at a reasonable cost from reputable
insurance companies or the United States of America or any
agency thereof, in an amount not less than 80% of the then full
insurable value thereof; and
(ii ) Against loss or damage by explosion of
pressure vessels and similar apparatus now or hereafter
installed therein in amounts to be determined by the
Corporation and satisfactory to City.
(iii) Against earthquake damage subject to
deductible conditions not to exceed 10% of the "full insurable
value. "
(b) Maintain or cause to be maintained use and
occupancy or business interruption or rental income insurance
against the perils of fire, lightning, vandalism and malicious
mischief and such other perils ordinarily defined as "extended
coverage" in an amount equal to not less than 18 months rental
due from City under the Project Lease.
(c) Maintain or cause to be maintained public
liability insurance against claims for bodily injury or death,
or damage to property occurring upon, in or about the property
covered by the Indenture, such insurance to afford protection
to a limit of not less than $5, 000, 000 combined single limit
bodily injury and property damage.
(d) The City' s right to self-insure, maintain or
cause to be maintained worker' s compensation insurance issued
by a responsible carrier authorized under the laws of the State
of California to insure employers against liability for
compensation under the Worker' s Compensation Insurance and
Safety Act now in force in California, or any act hereafter
enacted as an amendment or supplement thereto or in lieu
thereof, such worker' s compensation insurance to cover all
persons employed in connection with the Facilities and to cover
full liability for compensation under any such act aforesaid,
based upon death or bodily injury claims made by, for or on
behalf of any person incurring or suffering injury or death
during or in connection with the Facilities or the business of
the Corporation.
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• •
All insurance herein provided for shall be effected under
policies issued by insurers of recognized responsibility,
licensed or permitted to do business in the State of California.
M All policies or certificates issued by the respective
insurers for insurance shall provide that such policies or
H2 certificates shall not be cancelled or materially changed
without at least 45 days' prior written notice to the Trustee,
and shall carry loss payable endorsements in favor of the
Trustee where applicable. Certified copies of such policies
(or other evidence of coverage satisfactory to the Trustee)
shall be deposited with the Trustee by the Corporation,
together with appropriate evidence of payment of the premiums
therefor; and, at least 10 days prior to the expiration dates
of expiring policies or certificates, certified copies of
renewal or new policies or certificates (or other evidence of
coverage satisfactory to the Trustee) shall be deposited with
the Trustee.
All proceeds of insurance with respect to loss or damage to
property, including business interruption proceeds, shall be
paid to the Trustee (except that proceeds for any one loss not
exceeding $5,000 need not be paid to the Trustee but may be
paid to the City and applied by it to the repair, restoration
or replacement of the property destroyed or damaged) . Upon
payment thereof, to the Trustee, and upon the determination by
the Corporation as provided in the Project Lease, the Trustee
shall : (1) if all or part of the Facilities are to be repaired
or rebuilt, deposit such proceeds in the Insurance and
Condemnation Fund for application as provided in Section 4. 04
of the Trust Agreement or (2 ) if the Facilities are not to be
repaired or rebuilt, deposit the proceeds in the Certificate
Fund for application as provided in Section 3 . 12 of the Trust
Agreement.
Any insurance required to be carried pursuant to this
Section may be carried by City with the Corporation named as an
additional insured and provision shall be made for the payment
of any recovery to the Trustee named in the Trust Agreement.
All premiums and charges for the aforesaid insurance shall
be paid by City in accordance with the provisions of Section
7(b) , provided that City' s obligation in any Fiscal Year to
make such payment shall be limited to payment for insurance
applicable to said Fiscal Year.
SECTION 12 : Damage by Fire, Earthquake, Etc .
It is expressly understood and agreed that the rental
hereunder shall become due only in consideration of the right
to occupy and use the Facilities or part thereof, as the case
may be; and, except as herein provided, it is the
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responsibility of the Corporation to provide such right at all
times during the period for which the rental involved is paid.
In the event of destruction or damage of the Facilities by
fire or other casualty or event so that they become wholly or
partly unusable, the Corporation, at its option, may do either
of the following:
M
(1) Rebuild and repair the Facilities so that they
CO shall be restored to use, in which case this Lease shall remain
in full force and effect; or
(2) In the event the Facilities are wholly unusable
declare this Lease terminated and use any money collected from
insurance against the destruction of or damage to the
Facilities to the extent necessary to retire any Outstanding
( as defined in the Trust Agreement) Certificates or other
securities, debts or liabilities which the Corporation may
have; provided, however, that if the Facilities can be repaired
or rebuilt within the period for which the Corporation has
insurance against business (rent) interruption, and if the
Corporation shall have sufficient funds from the proceeds of
insurance or otherwise for the necessary repairing or
rebuilding, the Corporation shall not proceed under this option
without the City' s consent.
During such time as the Project is unusable, rent shall
cease. No further rental payments shall accrue until the
Project is again ready for occupancy and rental payments
already made, if any, shall be equitably abated and adjusted
accordingly. In the event of partial damage to, or destruction
of, the Project, so as to render a portion thereof unusable by
the City, such rental payments (including those already made,
if any) shall during the period of the partial unusability of
the Project be in an amount that represents the allocable share
of the Base Rental attributable to Certificates not redeemed
through the application of Net Proceeds (as defined in the
Trust Agreement) but not more than the fair market rental value
of the remainder of the Project usable by the City.
For the purpose of this Section the Municipal Cogeneration
Facility, the Sunrise Cogeneration Facility and the Police
Facility shall be treated as separate facilities and only that
portion of the total rental attributable to each of said
facilities or that portion of the Certificates outstanding
attributable to each of said facilities shall be abated,
adjusted or retired in the manner set forth in this Section in
the event of partial or total destruction of any of said
facilities.
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SECTION 13 : Assignment, Sublease, and Certificates.
Neither the Property Lease nor the Project Lease nor any
�y interest of either party herein shall, at any time after the
date hereof, without the prior written consent of the Trustee,
be mortgaged, pledged, assigned or transferred by voluntary act
or by operation of law, or otherwise, except as specifically
provided herein. The parties hereto shall at all times remain
liable for the performance of the covenants and conditions on
their part to be performed, notwithstanding any assigning,
" transferring or subletting which may be made. The City shall
have the right to sublease or permit the use of all or any part
of the Project, including the leasing of air space over the
parking areas, but nothing herein contained shall be construed
to relieve the City from any and all of the obligations
contained herein nor shall any sub-lease or use of the Facili-
ties be permitted which will affect the tax exempt status of
the interest component of the Base Rental Payments. The City
may enter into contracts to sell the output of the Facilities
provided that such contracts will not affect the tax exempt
status of the interest component of the Base Rental Payments.
The Corporation shall have the right to re-let the Project in
the event of any default by the City under the Project Lease as
described in Section 21 hereof and to assign the Corporation' s
rights in and to the Property Lease without the City' s prior
consent; provided, however, that the Corporation shall not
relet the premises or assign its interest in the Project Lease
in a manner which will adversely affect the tax exempt status
of the interest component of the Base Rental Payments. The
Trustee is authorized to deliver Certificates under and pursuant
to the Trust Agreement. Such Trust Agreement shall operate as
an assignment of the Property Lease and the Property Lease to
the Trustee for financing purposes. The City and the Corpora-
tion may provide for the execution of any and all instruments
necessary and proper in connection therewith. Whenever any
consent or approval is required herein, the same shall not be
unreasonably withheld. Any items herein required or permitted
to be done by the Corporation, may, if so provided under the
Trust Agreement, be performed by the Trustee thereunder.
SECTION 14: Eminent Domain.
If the whole of the Project, or so much thereof as to
render the remainder unusable for the purposes for which the
same was constructed, shall be taken under the power of eminent
domain, then the Property Lease and the Project Lease shall
terminate as of the day possession shall be so taken. I£ less
than the whole of the Project shall be taken under the power of
eminent domain, and the remainder is usable for the Project
purposes, then the Property Lease and the Project Lease shall
continue in full force and effect and shall not be terminated
by virtue of such taking (and the parties waive the benefit of
04-06-84
7209P/2168/05 -14-
any law to the contrary) , in which event there shall be a
partial abatement of the rent under the Property Lease and the
Project Lease in an amount equivalent to the amount by which
iH the annual payments of principal of, and interest on, the
� outstanding Certificates of the Corporation will be reduced in
any applicable year by the application of the award in eminent
00 domain to the call for redemption of Outstanding Certificates.
Any award made in eminent domain proceedings for the taking
or damaging of the Project in whole or in part shall be paid to
the Trustee for the direct benefit of the owners of the
Certificates and shall be used by the Trustee (together with
any other money which shall be or may be made available for
such purpose) to call a principal amount of Certificates
ratably from each maturity in the proportion which the
aggregate principal amount of Outstanding Certificates of such
maturity bears to the aggregate principal amount of all
Certificates Outstanding.
In the event the amount so paid to the Trustee shall be
more than sufficient to retire the Certificates then Outstand-
ing any such excess shall be paid by the Trustee to the City.
For the purpose of this Section the Municipal Cogeneration
Facility, the Sunrise Cogeneration Facility and the Police
Facility shall be treated as separate facilities and only that
portion of the total rental attributable to each of said
facilities or that portion of the Certificates outstanding
attributable to each of said facilities shall be abated,
adjusted or retired in the manner set forth in this Section in
the event of the taking under the power of eminent domain of
any of said facilities.
SECTION 15 : Right of Entry.
The Corporation and its duly designated representatives
shall have the right to enter upon the Project during
reasonable business hours (and in emergencies at all times) :
(i ) to inspect the same, (ii ) for any purpose connected with
the Corporation' s rights or obligations under the Project
Lease, or (iii) for all other lawful purposes .
SECTION 16: Liens.
Except for payments made or required to be made under the
Trust Agreement, the City shall pay or cause to be paid, when
due, all sums of money that may become due for, or purporting
to be for, any labor, services, materials, supplies or
equipment alleged to have been furnished or to be furnished to
or for, in, upon or about the Project and which may be secured
by any mechanics' , materialman' s or other lien against the
Project, and/or the Corporation' s interest therein, and shall
04-06-84
7209P/2168/05 -15-
0
cause each such lien to be fully discharged and released;
provided, however, that if the City and/or the Corporation
desires to contest any such lien, this may be done, and if such
lien shall be reduced to final judgment and such judgment or
such process as may be issued for the enforcement thereof, is
not promptly stayed, or if so stayed and said stay thereafter
O0 expires, then, and in any such event, the City shall forthwith
pay and discharge said judgment.
SECTION 17: Taxes.
The parties understand and agree that the Project
constitutes public property free and exempt from all taxation;
however, the Corporation agrees to take whatever steps may be
necessary, upon written request by the City, to contest any
proposed tax or assessment, or to take steps necessary to
recover any tax or assessment paid. The City agrees to
reimburse the Corporation for any and all costs and expenses
thus incurred by the Corporation.
SECTION 18: Quiet Enjoyment.
The parties hereto mutually covenant and agree that the
City, by keeping and performing the covenants and agreements
herein contained, shall at all times during the term, peaceably
and quietly, have, hold and enjoy the Project.
SECTION 19 : Notices.
All notices, statements, demands, requests, consents,
approvals, authorizations, offers, agreements, appointments or
designations hereunder by either party to the other shall be in
writing and shall be sufficiently given and served upon the
other party, if sent by United States registered mail, return
receipt requested, postage prepaid and addressed as follows:
City - City Clerk, City Hall, 3200 Tahquitz-McCallum Way,
Palm Springs, California 92262
Corporation - Secretary of the Corporation, c/o City Clerk,
City Hall, 3200 Tahquitz-McCallum Way, Palm Springs,
California 92262
Trustee - Corporate Trust Department (Mail Sort W10-2) , 707
Wilshire Boulevard, loth Floor, Los Angeles, California
90017
Copies of all notices shall be sent to the Trustee at such
address as the Trustee shall from time to time designate.
04-06-84
7209P/2168/05 -16-
0 i
SECTION 20: Waiver.
The waiver by either party of any breach by the other party
�.� of any term, covenant or condition hereof shall not operate as
a waiver of any subsequent breach of the same or any other
term, covenant or condition hereof.
G8
SECTION 21 : Default by City.
I£ (a) City shall fail to pay any rental payable hereunder
within five (5) days from the date such rental is payable, or
(b) City shall fail to keep any other terms, covenants or
conditions herein for a period of thirty (30) days after
written notice thereof from the Corporation to City or (c) City
shall abandon or vacate the premises, or (d) City' s interest in
this Lease or any part thereof shall be assigned or transferred
without the written consent of the Corporation, either
voluntarily or by operation of law, then in any of such events,
City shall be deemed to be in default hereunder.
If City should, after notice, fail to remedy any default
with all reasonable dispatch, not exceeding thirty (30) days,
then the Corporation shall have the right, at its option,
without any further demand or notice (i ) to terminate the
Project without terminating the Property Lease and to reenter
the Facilities and eject all parties in possession therefrom,
or (ii ) to reenter the Facilities and remove all parties
therefrom, and without terminating the Project relet the
Facilities, or any part thereof, as the agent and for the
account of City, upon such terms and conditions as the
Corporation may deem advisable, in which event the rents
received on such reletting shall be applied first to the
expenses of reletting and collection, including necessary
renovation and alteration of the Facilities, reasonable
attorneys' fees, and any real estate commissions actually paid,
and thereafter toward payment of all sums due and if a
sufficient sum shall not be thus realized to pay such sums and
other charges, City shall pay the Corporation any deficiency.
The foregoing remedies of the Corporation are in addition to
and not exclusive of any other remedy of the Corporation,
including but not limited to, the right to recover rent as it
becomes due pursuant to Section 7 hereof, without terminating
this Lease or City' s right to possession of the Facilities.
Any such reentry shall be allowed by City without let or
hindrance, and the Corporation shall not be liable in damages
for any such reentry or be guilty of trespass.
The Corporation and City consider the foregoing remedies to
be essential to the validity of this Lease, and intend that by
virtue of Section 1952 . 6 0£ the Civil Code the provisions of
Sections 1951 to 1952 .2, inclusive, of said code shall not be
applicable to this Lease.
04-06-84
7209P/2168/05 -17-
SECTION 22 : Default by the Corporation.
Except as otherwise provided herein, the Corporation shall
not assign or transfer the performance of its duties and
obligations hereunder without the consent of City.
The Corporation may finance the construction of the
Facilities by the sale and issuance of its leasehold mortgage
bonds to the extent permitted by law.
OD
The Corporation may, without the consent of City, assign,
transfer, mortgage, hypothecate or encumber the Corporation' s
interest under this Lease (including purchasers or holders of
certificates of participation and purchasers or holders of
notes, bonds or other obligations of the Corporation) on the
security of the leasehold estate, and the Corporation may
execute any and all instruments necessary therefor, including,
without limitation, instruments providing for the paying of
rent directly to a trustee for such lender or lenders. Any
such lender or lenders may be granted the right, prior to
termination of this Lease:
(a) To do any act or thing required of the
Corporation in order to prevent a forfeiture of the
Corporation' s rights hereunder, and all such acts or things
so done shall be as effective to prevent a forfeiture of
the Corporation' s rights hereunder as if done by the
Corporation.
(b) To realize on the security of the leasehold
estate and to acquire and succeed to the interest of the
Corporation hereunder by foreclosure or by a deed or
assignment in lieu of foreclosure, and thereafter at such
lender' s option to convey or assign the interest in or
title to said leashold estate to any other person subject
to all the terms, conditions and covenants of this Lease.
Two copies of all security instruments shall be filed with
City promptly after their effective date thereof, and the
Corporation shall give City prior written notice of any changes
or amendments thereto.
SECTION 23 : Execution.
The Lease may be simultaneously executed in any number of
counterparts, each of which when so executed shall be deemed to
be an original, but all together shall constitute but one and
the same Lease, and it is also understood and agreed that
separate counterparts of this Lease may be separately executed
by the Corporation and the City, all with the same full force
and effect as though the same counterpart had been executed
simultaneously by both the Corporation and the City.
04-06-84
7209P/2168/05 -18-
SECTION 24: Validity.
If any one or more of the terms, provisions, promises
covenants or conditions hereof shall to any extent be adjudged
CA
invalid, unenforceable, void or voidable for any reason
whatsoever by the final decision of a court of competent
jurisdiction, each and all of the remaining terms, provisions,
promises, covenants and conditions hereof shall not be affected
thereby and shall be valid and enforceable to the fullest
extent permitted by law.
If for any reason this Lease shall be held by a court of
competent jurisdiction void, voidable, or unenforceable by the
Corporation or by the City, or if for any reason it is held by
such a court that the covenants and conditions of the City or
the Corporation hereunder, including the covenant to pay rents
hereunder, is unenforceable for the full term hereunder, than
and in such event for and in consideration of the right of the
City to possess, occupy and use the Project and the right of
the Corporation to occupy the Property, which rights in such
event are hereby granted, this Property Lease and Project Lease
shall thereupon become, and shall be deemed to be, a lease from
year to year under which the annual rentals herein specified
will be paid by the City and the Corporation, respectively.
If the Treasurer of the Corporation is substituted for the
Trustee pursuant to the Trust Agreement, all references herein
to Trustee shall be deemed to mean Treasurer.
SECTION 25 : Headings.
Any headings preceding the texts of the several Sections
hereof shall be solely for convenience of reference and shall
not constitute a part hereof, nor shall they affect its
meaning, construction or effect.
SECTION 26: Option to Purchase.
The City shall have the option to purchase all or any
portion of the Project beginning on April 1, 1994 or on any
October 1 and April 1, thereafter ending on October 1, 2013,
but only if it is not in default hereunder with respect to the
Project Lease and only in the manner provided in this Section.
The City may exercise its option to purchase all or any portion
of the Project on any prepayment date by paying the prepayment
price applicable to that portion of the Project to be purchased
as shown in Exhibit "C" attached hereto and incorporated
herein, together with the interest component of the Base Rental
Payment required to be paid on such prepayment date. Such
prepayment price shall be deposited by the Trustee in the
Certificate Fund to be applied to the redemption (pursuant to
Section 3 . 12 of the Trust Agreement) of that portion of the
04-06-84
7209P/2168/05 -19-
Outstanding Certificates applicable to that portion of the
Project purchased. The City shall give the Trustee notice of
Ii its intention to exercise its option not less than sixty (60)
114 days in advance of the date of exercise, and shall deposit with
the Trustee the prepayment price, together with the interest
GD component of the Base Rental Payment required to be paid on
such prepayment date. If the City exercises its option to
purchase all or any portion of the Project pursuant to this
Section on any prepayment date, (1) the City shall not be
required to pay the principal component of the Base Rental
Payment required to be paid on such prepayment date for that
portion of the Project purchased, and (2 ) any amount then on
hand in the Construction Fund, the Reserve Fund or the
Certificate Fund established pursuant to Article IV of the
Trust Agreement applicable to that portion of the Project
purchased shall be applied toward the payment of the applicable
prepayment price by the City. Upon exercise of its option by
the City and the redemption of the applicable Certificates, all
right, title and interest of the Corporation in and to that
portion of the Project purchased shall be transferred to the
City. Nothing herein is intended to prevent the refunding of
the City' s obligation under this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this
Lease Agreement to be executed and attested by their proper
officers thereunto duly authorized, and their official seals to
be hereto affixed, all as of the day and year first above
written.
CITY OF PALM SPRINGS, CALIFORNIA
Mayor p
ATTEST:
By-
�-Grity Clerk
(SEAL)
CITY OF PALM SPRINGS PUBLIC
FACILITIES/` /��CORPORATION
IE
By: '�/ 4o"e'.�,,p J rc C/ &
Chair �n
ATTEST:
By: G <_,z�?;
Secretary
(SEAL)
04-06-84
7209P/2168/05 -20-
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On this day of ¢)iQ. '� 1984, before me, the
undersigned, a N Notary Publit-- and for said State, personally
appeared '� known to me to be
GO PP -�_'"
the President and < G/Z%i 4- known
to me to be the Secretary of CITY OF PALM SPRINGS PUBLIC
FACILITIES CORPORATION, the non-profit public benefit
corporation that executed the within instrument, known to me to
be the persons who executed the within instrument on behalf of
such corporation, and acknowledged to me that such corporation
executed the within instrument pursuant to a resolution of its
board of directors.
WITNESS my hand and official seal.
OFFICIAL SEAL
BELLE A LITThETON %��� > / �• � �/ E� ire��.
Utl�
NOTARY PUBLIC - CALIrORNI.A .�'Notar c-in and for the
Notary RIVERSIDE COUNTY State of California
^_" My COMM. expires MAR 15, 1988
(SEAL)
STATE OF CALIFORNIA )
ss.
COUNTY OF RIVERSIDE )
On this /& day of �� 1984, before me the
undersigned, a Notary Public mend for said State, personally
appeared known known to me to be
the Mayor and _ter• 4 62 t� known to me to
be the City Cle�rJc of the CITY OF PALM SPRINGS, the municipal
corporation that executed the within instrument, known to me to
be the persons who executed the within instrument on behalf of
such corporation, and acknowledged to me that such corporation
executed the within instrument pursuant to a resolution of its
board of directors.
WITNESS my hand and official seal .
Notary Public in and for the
State of California
(SEAL) ' ' - '
� OFFICIAL .SEAL���
n c�LIVC S
NOTARY PU9LIC ` CALIFOR M,A
RIVERSIDE LOUNTV
M) com�i�. ekpire's
04-06-64
7209P/2168/05 -21-
EXHIBIT A
PROPERTY DESCRIPTION
to
CA
GD SUNRISE PLAZA COGENERATION
The Northerly 200.00 feet of the South % of the Westerly 200.00 feet of
.'b Lot 26 in . _Ctl On 1-3, Town hip SOU tI, dung^ 11 East, San Bernardino Base
" Meridian, in the City of Balm Spri rhgS, °.OUnty Of Riverside, State of
a rhu
Cal If Urn la.
MUNICIPAL COMPLEX COGENERATION
That portion of Lot 16 in Section 13, Township 4 South, Range 4 East, San
Bernardino Base and Meridian, as shown on Map of Palm Valley Colony Lands,
according to Map thereof recorded in Book 14, Page 652 of Maps, Records
of San Diego County, California, being in the City of Palm Springs, County
of Riverside, State of California, described as 'follows;
Commencing at the East '4 corner of said Section 13; thence
North 0°05'24" East, along the East line of said Section 13,
a distance of 574.67 feet; thence North 89°54' 36" West, a
distance of 44 .00 feet to the true point of beginning; thence
North 0°05'24" East, a distance of 184.33 feet; thence North
° 89°54'36" West, a distance of 150.00 feet; 'thence South 0°05' 24"
West, a distance of 184.33 feet; thence South 89°54'36" East,
a distance of 150.00 feet to the true point of beginning.
POLICE FACILITY
That portion of Parcel 2 as shown on Parcel Map No. 15576, according to
Map thereof recorded in Book 81 , pages 27 and 38 of Parcel Maps, Records
of Riverside County, California, laying Northerly of a line that is parallel
with and 350.00 feet Southerly of the center line of Tahquitz-McCallum
Way as said center line as shown on said Parcel Map No. 15576.
04-06-84
7209P/2168/05 EXHIBIT A-1
EXHIBIT B
City of Om Springs Public Facilities Coloration
Combined Certificates of Participation
SCHEDULED BASE RENTAL PAYMENTS
Combined Facilities
Semi-Annual
,tau Principal or Total Base
C4 Sinking Fund Semi-Annual Rental
w Date D 9/ 074 Pam- � Inter* Payments *
3/20/85 536,626.25* -53b�2�Z5 536,626.25*
9/20/85 536,626.25** 536,626.25**
3/20/86 536,626.25 536,626.25
9/20/86 75,000 536,626.25 617,626.25
3/20/87 75,000 536,626.25 611,626.25
9/20/87 87,500 531,376.25 618,876.25
3/20/88 87,500 531,376.25 618,876.25
9/20/88 102,500 525,032.50 627,532.50
3/20/89 702,500 525,032.50 627,532.50
9/20/89 120,000 517,345.00 637,345.00
3/20/90 120,000 577,345.00 637,345.00
9/20/90 137,500 508,045.00 645,545.00
3/20/91 137,500 508,045.00 645,545.00
9/20/97 160,000 497,045.00 657,045.00
3/20/92 160,000 497,045.00 657,045.00
9/20/92 182,500 483,925.00 666,425.00
3/20/93 182,500 483,925.00 666,425.00
9/20/93 217,500 468,595.00 686,095.00
3/20/94 217,500 468,595.00 686,095.00
9/20/94 235,000 449,890.00 684,390.00
3/20/95 235,000 449,890.00 684,890.00
9/20/95 257,500 429,210.00 686,710.00
3/20/96 257,500 429,210.00 686,710.00
9/20/96 280,000 406,035.00 686,035.00
3/20/97 280,000 406,035.00 686,035.00
9/20/97 307,500 380,555.00 688,055.00
3/20/98 307,500 380,555.00 688,055.00
9/20/98 335,000 352,265.00 687,265.00
3/20/99 335,000 352,265.00 687,265.00
9/20/99 367,500 320,775.00 688,275.00
3/20/00 367,500 320,775.00 688,275.00
9/20/00 400,000 286,230.00 686,230.00
3/20/01 400,000 286,230.00 686,230.00
9/20/01 437,500 248,630.00 686, 730.00
3/20/02 437,500 248,630.00 686, 130.00
9/20/02 480,000 207,505.00 637,505.00
3/20/03 480,000 207,505.00 687,505.00
9/20/03 525,000 162,385.00 687,385.00
3/20/04 525,000 162,385.00 687,385.00
9/20/04 575,000 713,035.00 688,035.00
3/20/05 575,000 113,035.00 688,035.00
9/20/05 627,500 58,985.00 686,485.00
3/20/06 627,500 58,985.00 686,485.00
Totals $11,820,000JL7 JZ8,933,485.00
*Paid from Certificate proceeds.
**$346,935.62 paid from Certificate proceeds and $189,690.63 paid by City.
B-1
EXHIBIT B
City of �m Springs Public Facilities Cot
co
fined Certificates of Participation
SCHEDULED BASE RENTAL PAYMENTS
Municipal Cogeneration Facility
Semi-Annual
Principal or Total Base
Sinking Fund Semi-Annual Rental
/Dat84 Payments Interest * Payments
9/20/85 $ ' $ -2T52,9 88:T5
252,988.75* 252,988.75*
9/20/85 252,988.75** 252,988.75**
3/20/86 252,988.75 252,988.75
9/20/86 25,000 252,988.75 277,988.75
3/20/87 25,000 252,988.75 277,988.75
9/20/87 32,500 257,238.75 283,738.75
3/20/88 32,500 251,238.75 283,738.75
9/20/88 40,000 248,882.50 288,882.50
3/20/89 40,000 248,882.50 288,882.50
9/20/89 50,000 245,882.50 295,882.50
3/20/90 50,000 245,882.50 295,882.50
9/20/90 60,000 242,007.50 302,007.50
3/20/97 60,000 242,007.50 302,007.50
9/20/97 72,500 237,207.50 309,707.50
3/20/92 72,500 237,207.50 309,707.50
9/20/92 82,500 237,262.50 313,762.50
3/20/93 82,500 237,262.50 313,762.50
9/20/93 102,500 224,332.50 326,832.50
3/20/94 702,500 224,332.50 326,832.50
9/20/94 112,500 215,517.50 328,017.50
3/20/95 772,500 275,517.50 328,017.50
9/20/95 122,500 205,677.50 328,117.50
3/20/96 122,500 205,677.50 328,717.50
9/20/96 732,500 794,592.50 327,092.50
3/20/97 132,500 794,592.50 327,092.50
9/20/97 747,500 182,535.00 330,035.00
3/20/98 747,500 782,535.00 330,035.00
9/20/98 760,000 768,965.00 328,965.00
3/20/99 160,000 768,965.00 328,965.00
9/20/99 777,500 153,925.00 331,425.00
3/20/00 777,500 753,925.00 331,425.00
9/20/00 792,500 737,240.00 329,740.00
3/20/01 192,500 137,240.00 329,740.00
9/20/07 210,000 119, 745.00 329, 145.00
3/20/02 210,000 179, 145.00 329,745.00
9/20/02 230,000 99,405.00 329,405.00
3/20/03 230,000 99,405.00 329,405.00
9/20/03 252,500 77,785.00 330,285.00
3/20/04 252,500 77,785.00 330,285.00
9/20/04 275,000 54,050.00 329,050.00
3/20/05 275,000 54,050.00 329,050.00
9/20/05 300,000 28,200.00 328,200.00
3/20/06 300,000 28,200.00 328,200.00
Totals $5,555,000 $8, 153,515.00 $13,708,515.00
*Paid from Certificate proceeds.
**$726,494.37 paid from Certificate proceeds and $126,494.38 paid by City.
B-2
City of EXHIBIT B
m Springs Public Facilities Cooration
Com fined Certificates of Participation
SCHEDULED BASE RENTAL PAYMENTS
Sunrise Cogeneration Facility
Semi-Annual
Principal or Total Base
Sinking Fund Semi-Annual Rental
Date Payments Interest Payments
9/TG7$4 $ * $ -7z ,=. 0*
3/20/85 126,392.50* 126,392.50*
9/20/85 126,392.50** 126,392.50**
3/20/86 126,392.50 126,392.50
9/20/86 12,500 126,392.50 138,892.50
3/20/87 12,500 126,392.50 138,892.50
9/20/87 15,000 125,517.50 140,517.50
3/20/88 15,000 125,577.50 140,517.50
9/20/88 20,000 724,430.00 144,430.00
3/20/89 20,000 124,430.00 144,430.00
9/20/89 25,000 122,930.00 147,930.00
3/20/90 25,000 122,930.00 147,930.00
9/20/90 30,000 720,992.50 150,992.50
3/20/91 30,000 120,992.50 150,992.50
9/20/97 35,000 178,592.50 153,592.50
3/20/92 35,000 118,592.50 153,592.50
9/20/92 42,500 715,722.50 158,222.50
3/20/93 42,500 715,722.50 158,222.50
9/20/93 52,500 172,152.50 164,652.50
3/20/94 52,500 172,152.50 164,652.50
9/20/94 55,000 107,637.50 162,637.50
3/20/95 55,000 107,637.50 162,637.50
9/20/95 62,500 702,797.50 165 297.50
3/20/96 62,500 102,797.50 165,297.50
9/20/96 67,500 97, 172.50 164,672.50
3/20/97 67,500 97,772.50 164,672.50
9/20/97 75,000 97,030.00 166,030.00
3/20/98 75,000 91 ,030.00 166,030.00
9/20/98 80,000 84, 130.00 764, 130.00
3/20/99 80,000 84,130.00 164,130.00
9/20/99 87,500 76,610.00 164,110.00
3/20/00 87,500 76,610.00 164,110.00
9/20/00 95,000 68,335.00 163,385.00
3/20/01 95,000 68,385.00 163,385.00
9/20/01 105,000 59,455.00 164,455.00
3/20/02 105,000 59,455.00 164,455.00
9/20/02 115,000 49,585.00 164,585.00
3/20/03 115,000 49,585.00 764,585.00
9/20/03 125,000 38,775.00 763,775.00
3/20/04 125,000 38,775.00 163,775.00
9/20/04 137,500 27,025.00 164,525.00
3/20/05 137,500 27,025.00 764,525.00
9/20/05 150,000 14, 100.00 164, 100.00
3/20/06 150,000 14, 100.00 164,100.00
Totals lLiL5 000 4,072,435.00 $6,847,435.00
* Paid from Certificate proceeds.
** Half ($63, 196.25) paid from Certificate proceeds.
B-3
EXHIBIT B
City of �m Springs Public Facilities Co ration
Com fined Certificates of Participation
SCHEDULED BASE RENTAL PAYMENTS
Police Facility
04 Semi-Annual
Principal or Total Base
D2 Sinking Fund Semi-Annual Rental
OD 9/D�4 Payments Interest Payments
$ , 5*
3/20/85 157,245* 157,245*
9/20/85 157,245* 157,245*
3/20/86 157,245 157,245
9/20/86 37,500 157,245 194,745
3/20/87 37,500 157,245 194,745
9/20/87 40,000 154,620 194,620
3/20/88 40,000 154,620 194,620
9/20/88 42,500 157,720 194,220
3/20/89 42,500 757,720 194,220
9/20/89 45,500 148,532.50 194,032.50
3/20/90 45,500 148,532.50 194,032.50
9/20/90 47,500 145,045 192,545
3/20/91 47,500 145,045 192,545
9/20/91 52,500 747,245 193,745
3/20/92 52,500 141,245 193,745
9/20/92 57,500 136,940 194,440
3/20/93 57,500 136,940 194,440
9/20/93 62,500 132,110 194,610
3/20/94 62,500 732, 110 194,610
9/20/94 67,500 126,735 194,235
3/20/95 67,500 126,735 194,235
9/20/95 72,500 720,795 193,295
3/20/96 72,500 120,795 193,295
9/20/96 80,000 714,270 194,270
3/20/97 80,000 114,270 194,270
9/20/97 85,000 106,990 191,990
3/20/98 85,000 106,990 791,990
9/20/98 95,000 99,170 194, 170
3/20/99 95,000 99,770 194, 170
9/20/99 702,500 90,240 192,740
3/20/00 102,500 90,240 192,740
9/20/00 112,500 80,605 193,105
3/20/01 112,500 80,605 193,105
9/20/01 122,500 70,030 192,530
3/20/02 122,500 70,030 192,530
9/20/02 135,000 58,515 193,515
3/20/03 135,000 58,515 193,515
9/20/03 147,500 45,825 193,325
3/20/04 747,500 45,825 193,325
9/20/04 162,500 31,960 194,460
3/20/05 162,500 31,960 194,460
9/20/05 177,500 16,685 194, 185
3/20/06 177,500 16,685 794,185
Totals 3 490 000 _ 4 887 535 8 377 535
*Funded from Certificate proceeds.
B-4
EXHIBIT C
• CITY OF PALM SPRINGS •
STIPULATED VALUES
(in $000's)
Municipal Complex Sunrise Plaza Police
Date Cogeneration Cogeneration Buildin Total
1�T/84 ,5 bbb 73- 3, 90 $11,820
04/07/84 5,555 2,775 3,490 11,820
hF 10/01/85 5,555 2,775 3,490 11,820
04/01/86 5,555 2,775 3,490 11,820
RD 10/Oi/86 5,555 2,775 3,490 11,820
04/07/87 5,555 2,775 3,490 11,820
10/01/87 5,505 2,750 3,415 11,670
04/01/88 5,505 2,750 3,415 11,670
10/01/88 5,440 2,720 3,335 11,495
04/01/89 5,440 2,720 3,335 11,495
10/01/89 5,360 2,680 3,250 11,290
04/01/90 5,360 2,680 3,250 11,290
10/07/90 5,260 2,630 3,760 11,050
04/01/91 5,260 2,630 3, 160 11,050
10/01/91 5,140 2,570 3,065 10,775
04/01/92 5,140 2,570 3,065 10,775
10/01/92 4,995 2,500 2,960 10,455
04/01/93 4,995 2,500 2,960 10,455
10/07/93 4,830 2,415 2,845 10,090
04/01/94 4,830 2,415 2,845 10,090
10/01/94 4,625 2,310 2,720 9,655
04/01/95 4,625 2,310 2,720 9,655
10/01/95 4,400 2,200 2,585 9,185
04/01/96 4,400 2,200 2,585 9,185
10/07/96 4,155 2,075 2,440 8,670
04/07/97 4,155 2,075 2,440 8,670
10/01/97 3,890 1,940 2,280 8, 110
04/01/98 3,890 1,940 2,280 8,170
10/01/93 3,595 1,790 2,710 7,495
04/01/99 3,595 7,790 2,110 7,495
10/07/99 3,275 1,630 1,920 6,825
04/07/00 3,275 1,630 1,920 6,825
10/07/00 2,920 1,455 1,715 6,090
04/01/01 2,920 1,455 1,715 6,090
70/01/01 2,535 1,265 1,490 5,290
04/01/02 2,535 1 ,265 1,490 5,290
10/01/02 2, 115 1,055 1,245 4,415
04/07/03 2,115 1,055 1,245 4,475
10/01/03 1,655 825 975 3,455
04/01/04 1,655 825 975 3,455
10/01/04 1, 150 575 680 2,405
04/01/05 1,150 575 680 2,405
10/01/05 600 300 355 1,255
OPTION TO PURCHASE--PREPAYMENT SCHEDULE
Prepayment Penalty
Percentage of the
Principal Amount of
Outstanding Certificates
Pre a�yment Date to be Redeemed prior to Maturity
April 1, 1994 and October 1, 1994 2.0%
April 1, 1995 and October 1, 1995 1.5%
April 1, 1996 and October 1, 7996 1.0%
April 1, 1997 and October 1, 1997 0.5%
April 1, 1998 and thereafter 0.0%
9 i
CERTIFICATE OF ACCEPTANCE
FPS
l7 This is to certify that the Lease Agreement from the City
C:g
GD of Palm Springs Public Facilities Corporation to the City of
Palm Springs, a municipal corporation, hereby is accepted by
the undersigned
NORMAN R. °KIN(,
CITY naawAG-FR on behalf of the City Council of the City of
Palm Springs pursuant to authority conferred by Resolution
No, / Uo� of such City Council adopted on the day of
and the grantee consents to
recordation thereof by its duly authorized City Manager.
/mac ^
Dated: C�ill� /�� .IIZS� 1984
04-06-84
7209P/2168/05
• 9
CERTIFICATE OF COMPLIANCE
with Section 5912 of
the Corporations Code of
the State of California
The undersigned Secretary of the City of Palm Springs
Public Facilities Corporation the "Corporation" )
P ( p ) certifies
that the attached Lease Agreement by and between the
00 Corporation and the City of Palm Springs has been validly
approved by the Board of Directors of the Corporation at a
special meeting held by the Board on April 6, 1984; that the
lease-purchase of the Corporation' s assets referred to in the
Lease Agreement is made in the usual and regular course of the
business of the Corporation and that the notice requested by
Section 5913 of the Corporations Code is not required.
Dated: April 11r , 1984
Secretary of the Corporation
7910P/2168/05