2015/09/24 Successor Agency Oversight Board Resolution S
RESOLUTION NO. OSB 2015-05
RESOLUTION OF THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY CITY
OF ROHNERT PARK APPROVING AN AGREEMENT REGARDING EXPENDITURE
OF EXCESS BOND PROCEEDS
WHEREAS, the Redevelopment Dissolution Law (ABIx 26, enacted June 28, 2011,as
amended by AB 1484, enacted June 27, 2012) provided for creation of the Successor Agency
("Successor Agency")to the Community Development Commission of the City of Rohnert Park
("CDC") and required the Successor Agency to expeditiously wind down the affairs of the CDC as
directed by the oversight board created pursuant to Section 34179 of the California Health and
Safety Code ("Oversight Board");
WHEREAS, following the successful completion of certain statutory prerequisites,the
Successor Agency received a Finding of Completion from the State of California Department of
Finance by letter dated April 26, 2013;
WHEREAS, Health and Safety Code Section 34191.4(c) provides that once a finding of
completion has been issued by the Department of Finance, the successor agency is authorized to use
bond proceeds for the purposes for which the bonds were sold;
WHEREAS, the Successor Agency may designate the use of and commit indebtedness
obligation proceeds that were derived from indebtedness issued for redevelopment purposes on or
before December 31, 2010, and that remain available alter the satisfaction of enforceable
obligations that have been approved on a Recognized Obligation Payment Schedule ("ROPS") and
that are consistent with the indebtedness obligation covenants (hereafter, "Excess Bond Proceeds");
WHEREAS, the CDC issued its Rohnert Park Redevelopment Project Tax Allocation
Bonds, Series 2007R (the "Bonds') in the total original principal amount of$34,680,000;
WHEREAS, the Bonds were issued pursuant to that certain Third Supplemental Indenture
of Trust, dated as of April 1, 2007, between the CDC and Union Bank of California as trustee
("Trustee"), supplemental to a Master Indenture dated as of May 1, 1991 (collectively, the
"Indenture");
WHEREAS, the Indenture requires that the Bonds proceeds be expended for redevelopment
purposes and in compliance with federal Tax Code requirements, as further provided in the Tax
Certificate executed by the CDC in connection with issuance of the Bonds and described in the
Official Statement for the Bonds;
WHEREAS,there are $10,055,725 in Excess Bond Proceeds from the Series 2007R Bonds
("Series 2007R Excess Bond Proceeds") remaining;
WHEREAS, the City of Rohnert Park ("City") and the Successor Agency desire to use the
Series 2007R Excess Bond Proceeds consistent with the Series 2007R Bonds covenants to pay costs
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related to capital improvements of certain publicly-owned facilities located in the Rohnert Park
Redevelopment Project Area and identified in the Agreement attached to this Resolution;
WHEREAS,on August 25, 2015, the City Council of the City of Rohnert Park ("City")
approved a list of proposed public improvements to be funded from 2007R Bonds proceeds
("Proposed Public Improvements"); and
WHEREAS,bond counsel has provided an opinion that the expenditure of the Excess Bond
Proceeds for the Proposed Public Improvements is consistent with the original Bonds covenants;
NOW,THEREFORE, BE IT RESOLVED BY THE OVERSIGHT BOARD FOR THE
SUCCESSOR AGENCY CITY OF ROHNERT PARK,AS FOLLOWS:
1. The Oversight Board hereby finds and determines that the foregoing recitals are true
and correct and are incorporated herein.
2. Based on the foregoing recitals, the Oversight Board hereby approves and authorizes
the execution of the Agreement Regarding Expenditure of Excess Bond Proceeds("Bond
Agreement") in the form attached to this Resolution.
3. The staff of the Successor Agency is hereby directed to include the Bond Agreement
on the ROPS for the January-June 2016 (ROPS 15-16B) period and to take such other and further
actions as are deemed necessary to carry out the purposes and intent of this Resolution.
DULY AND REGULARLY ADOPTED this 24`h day of September, 2015.
ATTEST: OVERSIGHT BOARD FOR THE SUCCESSOR
AGENCY CITY OF ROHNERT PARK
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Eydie Tacata, Clerk of the Board c___Iake Mac renzie, Chai
Cerreta: Absent Jolley: Aye Masterson: Aye Pawson: Ave Zane: Absent Thompson: Ave Mackenzie: Ave
AYES: ( 5 ) NOES:( 0 ) ABSENT: ( 2 ) ABSTAIN: ( 0 )
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AGREEMENT REGARDING
EXPENDITURE OF EXCESS BOND PROCEEDS
(Rohnert Park Redevelopment Project Tax Allocation Bonds Series 2007R)
This Agreement Regarding Expenditure of Series 2007R Excess Bond Proceeds (this
"Agreement") is entered into effective as of , 2015 ("Effective Date") by and
between the Successor Agency to the Community Development Commission of the City of
Rohnert Park ("Successor Agency") and the City of Rohnert Park, a municipal corporation
("City"). The Successor Agency and the City are hereinafter collectively referred to as the
"Parties."
RECITALS
A. Pursuant to authority granted under the Community Redevelopment Law
(California Health and Safety Code Section 33000 et seq.) ("CRL"), the former Community
Development Commission of the City of Rohnert Park ("CDC") had responsibility to implement
the Rohnert Park Redevelopment Project Area (the "Project Area"), originally approved by
Ordinance No.479 enacted by the City Council of the City of Rohnert Park (the"City Council").
B. Pursuant to that certain Third Supplemental Indenture of Trust dated as of April 1,
2007 (supplemental to the Indenture of Trust dated as of May 1, 1991), and executed by and
between the CDC and Union Bank of California as trustee (collectively, the "Indenture"), the
CDC issued Tax Allocation Bonds, Series 2007R Bonds in the original principal amount of
$34,680,000(the"Series 2007R Bonds").
C. Pursuant to the Indenture, proceeds from the sale of the Series 2007R Bonds are
required to be used solely for the purposes of redevelopment and in compliance with the
requirements of the federal Tax Code as further provided in the Tax Certificate executed by the
CDC in connection with issuance of the Series 2007R Bonds (the "Tax Certificate") and
described in the Official Statement for the Series 1999 Bonds ("Official Statement"). The Tax
Certificate and the Official Statement are on file with the City Clerk of the City of Rohnert Park.
D. Pursuant to Resolution No. 2012-10 adopted by the City Council on January 10,
2012, the City agreed to serve as the Successor Agency to the CDC commencing on February I,
2012 pursuant to Assembly Bill xl 26 ("AB 26").
E. On April 26, 2013 the Successor Agency received its finding of completion from
the Department of Finance.
F. Health and Safety Code Section 34191.4(e) provides that a successor agency that
has been issued a finding of completion by the Department of Finance may use proceeds of
bonds issued before December 31, 2010 for the purposes for which the bonds were sold.
Further, the Successor Agency may designate the use of and commit indebtedness obligation
proceeds that were derived from bonds issued for redevelopment purposes on or before
December 31, 2010, and that remain available after the satisfaction of enforceable obligations
that have been approved on a Recognized Obligation Payment Schedule ("ROPS") and that are
consistent with the bond obligation covenants (hereafter, "Series 2007R Excess Bond
Proceeds").
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G. Health and Safety Code Section 34191.4(c) further provides that the expenditure
of Series 2007R Excess Bond Proceeds must be listed separately on the ROPS.
H. The Tax Certificate provides that the Series 2007R Bonds are to be sold and
delivered for the purpose of financing certain capital costs of the Issuer, and the Official
Statement provides that the proceeds of the Series 2007R Bonds are to be used to finance capital
improvements in the Project Area.
I. The City and the Successor Agency desire to use the Series 2007R Excess Bond
Proceeds consistent with the Series 2007R Bond covenants to pay costs related to capital
improvements of certain publicly-owned facilities located in the Project Area and identified in
Exhibit A to this Agreement ("Proposed Public Improvements"), incorporated herein by this
reference.
J. The Successor Agency having received its Finding of Completion, the Parties
now desire to enter into this Agreement to allow the Successor Agency to transfer the remaining
Series 2007R Excess Bond Proceeds to the City and to require the City to use the Series 2007R
Excess Bond Proceeds for the purposes identified in and consistent with the Series 2007R Bonds
covenants and the requirements of the CRL.
K. The execution of this Agreement was approved by the City Council acting in its
capacity as the governing board of the City and in its capacity as the governing board of the
Successor Agency by resolutions adopted on September 22, 2015.
L. The execution of this Agreement by the Successor Agency was approved by the
Oversight Board by resolution adopted on September 24, 2015.
NOW, THEREFORE, in consideration of the mutual covenants, conditions and
promises herein contained, the Parties hereby agree as follows.
AGREEMENT
1. Incorporation of Recitals. The Parties acknowledge the truth of the foregoing
Recitals which by this reference are incorporated into this Agreement.
2. Term. The term of this Agreement shall commence on the Effective Date, and
shall continue in effect until the date that all Series 2007R Excess Bond Proceeds are expended
in accordance with the requirements of this Agreement.
3. Use of Series 2007R Excess Bond Proceeds. The City agrees that it shall use the
Series 2007R Excess Bond Proceeds solely for the purposes identified in Recitals H and 1 above,
the projects identified in the Proposed Public Improvements(Exhibit A), or, as determined by
the City Council, for other infrastructure projects consistent with the Series 2007R Bonds
covenants. The City shall notify Successor Agency and Oversight Board if City Council decides
to use the Series 2007R Excess Bond Proceeds for infrastructure projects not identified in
Recitals H or 1 or in this Section 3.
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4. Transfer of Excess Bond Proceeds. Within 120 days of the execution of this
Agreement, subject to DOF approval of the inclusion of this Agreement on the ROPS 15-16B,
the Successor Agency shall transfer Series 2007R Excess Bond Proceeds to the City as funds
become available, and the City shall deposit such funds into a Series 2007R Excess Bond
Proceeds Fund for City's use solely in accordance with the terms, conditions, and purposes set
forth in this Agreement. Funds deposited into a Series 2007R Excess Bond Proceeds Fund shall
not be commingled with any City funds. As of the Effective Date, the amount of Series 2007R
Excess Bond Proceeds not separately identified on the ROPS for project expenditures during the
ROPS 15-I6B period equals the sum of Ten Million Fifty Five thousand, Seven Hundred Twenty
Five Dollars($10,055,725).
5. Bi-annual Report to Successor Agency. City shall provide Successor Agency and
Oversight Board with a bi-annual written statement identifying the amount of Series 2007R
Excess Bond Proceeds expended in the January through June and July through December six-
month periods, the date of the expenditure, and a brief description of the projects funded with the
Series 2007R Excess Bond Proceeds.
6. Project Approvals; Environmental Review. This Agreement is not intended to
limit in any manner the discretion of City in connection with the issuance of approvals and
entitlements for the projects described in this Agreement, including without limitation, the
undertaking and completion of any required environmental review pursuant to CEQA and
NEPA, as applicable, and the review and approval of plans and specifications.
7. Severability. If any term, provision, covenant,or condition set forth in this
Agreement is held by the final judgment of a court of competent jurisdiction to be invalid, void,
or unenforceable, the remaining provisions, covenants, and conditions shall continue in full force
and effect to the extent that the basic intent of the Parties as expressed herein can be
accomplished. In addition, the Parties shall cooperate in good faith in an effort to amend or
modify this Agreement in a manner such that the purpose of any invalidated or voided provision,
covenant, or condition can be accomplished to the maximum extent legally permissible.
8. No Third-Party Beneficiaries; Assignments. Nothing in this Agreement is
intended to create any third-party beneficiaries to this Agreement, and no person or entity other
than the Successor Agency and the City, and the permitted successors and assigns of either of
them, shall be authorized to enforce the provisions of this Agreement.
9. Further Assurances. Each Party agrees to execute, acknowledge and deliver all
additional documents and instruments, and to take such other actions as may be reasonably
necessary to carry out the intent of the transactions contemplated by this Agreement.
10. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
11. Counterparts. This Agreement may be executed in counterparts, each of which
shall he deemed an original and all of which shall constitute but one and the same instrument.
12. Amendments. This Agreement may be modified or amended. in whole or in part.
only by an instrument in writing, executed by the Parties.
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IN WITNESS WHEREOF, the Parties have executed this Agreement effective as of the
date first written above.
CITY: SUCCESSOR AGENCY:
City of Rohnert Park Successor Agency to the Community
Development Commission of the City of
Rohnert Park
By: By:
Amy O. Ahanotu, Mayor Darrin Jenkins, City Manager
City of Rohncrt Park
Per Resolution 2015- approved by the Per Resolution 2015- approved by the
Rohnert Park City Council at its meeting of Rohnert Park City Council at its meeting of
September 22,2015 September 22, 2015
ATTEST: ATTEST:
By: By:
JoAnne Buergler, City Clerk JoAnne Buergler, City Clerk
APPROVED AS TO FORM: APPROVED AS TO FORM:
By: By:
Michelle Marchetta-Kenyon Michelle Marchetta-Kenyon
City Attorney City Attorney
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Exhibit A
Proposed Public Improvements
• ADA path of travel rehabilitation in parks
• Animal Shelter exterior coating/siding
• Animal Shelter HVAC replacement
• Community Center exterior coating
• Community Center HVAC replacement
• Community Center MU floor replacement
• Ladybug Park roof replacement
• PAC exterior coating
• PAC HVAC replacement(5 units)
• Public Safety Main mini-split AC replacement
• Replacement of stadium lighting in parks
• Senior Center exterior coating/siding
• Senior Center HVAC replacement
• Senior Center parking lot overlay
• Sports Center exterior coating
• Sports Center new AC system
• Street paving rehabilitation in project area
• ADA Compliance (transition study implementation, sidewalk repair)
• Community Center courtyard renovation
• Park field/irrigation renovation
• Park picnic area renovation
• Public Safety Main floor replacement
• Public Safety Main interior coating
• Skate feature in project area
• Sports Center Activity Room equipment/floor
• Sports Center Weight Room equipment/floor
Exhibit A