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2017-03-27 Oversight Board Agenda Packet (Special)California Public Records Act ("PRA"): In compliance with the PRA, the documents pertaining to agenda items, including attachments, which are presented to the Oversight Board in open session are available for public inspection. They may be inspected during regular business hours in the Office of the City Clerk at Vernon City Hall, 4305 Santa Fe Avenue, Vernon, California 90058, no prior appointment necessary, and on the City’s website at www.cityofvernon.org. Americans with Disabilities Act (“ADA”): In compliance with the ADA, if you need special assistance to participate in the meeting, please contact the Office of the City Clerk at (323) 583-8811. Notification of at least 24 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Agenda Special Meeting of the Oversight Board of the Successor Agency to the Redevelopment Agency of the City of Vernon Monday, March 27, 2017, 1:00 p.m. Council Chamber, City Hall 4305 Santa Fe Avenue Vernon, California Jonathan S. Fuhrman, Chairperson William J. Davis, Board Member Mary Gallagher, Board Member David Vela, Board Member Kelly Nguyen, Board Member Vacant, Board Member Vacant, Board Member CALL TO ORDER & FLAG SALUTE CHANGES TO THE AGENDA PUBLIC COMMENT - At this time the public is encouraged to address the Oversight Board on any matter that is within the subject matter jurisdiction of the Board. The public will also be given a chance to comment on matters which are on the posted agenda during the Board’s deliberation on those specific matters. ACTION ITEMS 1. A Resolution of the Oversight Board of the Successor Agency to the Redevelopment Agency of the City of Vernon, approving an agreement regarding expenditure of excess bond proceeds between the Successor Agency and the City of Vernon [2005 Tax Allocation Bonds] / / / Oversight Board of the Successor Agency to the Redevelopment Agency Special Meeting Agenda March 27, 2017 Page 2 of 2 Recommendation: A. Find that adoption of the proposed resolution for approval of the Agreement Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bonds] is exempt under the California Environmental Quality Act (“CEQA”) because it is a government fiscal activity that will not result in any change to the environment and, therefore, is not a “project” as defined by CEQA Guidelines Section 15378. Even assuming the activity were a “project”, it would be exempt from CEQA review in accordance with CEQA Guidelines Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and B. Adopt a resolution to approve an Agreement Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bonds]; and C. Authorize Successor Agency staff, City Attorney and special counsel to take any necessary steps to assure the provisions of said resolution are appropriately effectuated. ORAL REPORTS 2. Brief reports on activities, other brief announcements, and directives to staff. ADJOURNMENT I hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted on the bulletin board at the main entrance of the City of Vernon City Hall, located at 4305 Santa Fe Avenue, Vernon, California, on the City’s website not less than 24 hours prior to the meeting set forth on this agenda. Dated this 23rd day of March, 2017. By: ________________________________ Maria E. Ayala, Secretary RECEIVED MAR 2 3 20t7 CITY C[ERl('S OFFICE R,ECEIVEE MAR 2 3 2017 CIW ADMINISTRATION U g-23-t1STAFF REPORT SUCCESSOR AGENCY FOR THE FORMER VERNON REDEVELOPMENT AGENCY DATE: TO: FROM: RE: March27,2017 Honorable Chairperson and Members of the Oversight Board of the Successor Agency to the Former Vernon Redevelopment Agency wi[iam Fox, successor Agency Staff Me*b". d3f' Originator: Iris Yang, Special Counsel to the Successor Agency A Resolution Approving an Agreement Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bondsl Recommendation A. Find that adoption of the proposed resolution for approval of the Agreernent Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bonds] is exernpt under the Califomia Environmental Quality Act C'CEQA") because it is a govemment fiscal activity that will not result in any change to the environment and, therefore, is not a *project" as defined by CEQA Guidelines Section 15378. Even assuming the activity were a *project", it would be exernpt from CEQA review in accordance with CEQA Guidelines Section 15061(bX3), the general rule that CEQA only applies to projects that may have an effect on the environment; and B. Adopt a resolution to approve an Agreernent Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bonds]; and C. Authorize Successor Agency staff, City Attomey and special counsel to take any necessary steps to assure the provisions of said resolution are appropriately effectuated. Backeround Health and Safety Code Section 34191.4(c) provides that after the Successor Agency to the Redevelopment Agency has received a Finding of Completion from the state Department ofFinance ('DOF"), the Successor Agency is authorized to use the bond proceeds from bonds issued on or before Decernber 31, 2010, in a manner consistent with the original bond covenants. Further, the Successor Agency may desigrrate the use ofand commit indebtedness obligation proceeds that were derived from indebtedness issued for redevelopment purposes after January 1, 201 l, and that rernain Page I of 2 available after the satisfaction of enforceable obligations that have been approved on a Recogrized Obligation Payment Schedule C'ROPS) and that are consistent with the indebtedness obligation covenants (hereafter "Excess Bond Proceeds"). The Successor Agency received its Finding of Completion from DOF on April 17 , 2013. The Successor Agency and City previously approved an Agreernent Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bonds] ("Agreement") to transfer all the excess bond proceeds from the Excess Bond Proceeds from the Redevelopment Agency's Industrial Redevelopment Project Tax Allocation Bonds, Series 2005, dated October 4,2005 (the "2005 Bonds") held by the Successor Agency to the City to be expended in a manner consistent with the applicable bond covenants. The Agreement was approved by the Oversight Board by Resolution No. 42 on January 17, 2017 , and submitted to the State Deparrnent of Finance C'DOF) for review as required by Health and Safety Code Section 34 179(h). By letter dated March 10,2017, DOF notified the Successor Agency that it did not approve Oversight Board Resolution No. 42 because the amount of excess bond proceeds specified to be transferred to the City included bond reserves and tax revenue. DOF returned Resolution No. 42 to the Oversight Board for reconsideration. The City and Successor Agency have revised the Agreernent to revise the amount of 2005 bond proceeds eligible for transfer to the City pursuant to Health and Safety Code Section 34191.4(c). The revised Agreement must be approved by the Oversight Board, and is subject to review by DOF. DOF has approved similar agreernents transferring bond proceeds from a Successor Agency to the City. If the Agreement is approved by the Oversight Board, the Successor Agency may list the Agreement as an enforceable obligation on the Recognized Obligation Payment Schedule c'RoPs). The proposed Agreement Regarding Expenditure of Excess Bond Proceeds between the City and Successor Agency (which has been approved as to form by outside counsel) would permit all Excess Bond Proceeds from the 2005 Bonds to be transferred from the Successor Agency to the City, which in tum must use the proceeds in accordance with the bond covenants. As of June 30, 2016, the Successor Agency had $22,892,349.60 in Excess Bond Proceeds available from the 2005 Bonds. The exact amount of the Excess Bond Proceeds shall be determined by the Successor Agency, and as agreed to by the DOF. Fiscal Impact Approval of the revised Agreement would allow the hansfer of the rernaining proceeds from the 2005 Tax Allocation Bond issuance to the City for the City to administer. These agreements have been approved by the Department ofFinance for other successor agencies and their cities. Attachment(s) l. Resolution Approving the Agreement Regarding Expenditure ofExcess Bond Proceeds [2005 Tax Allocation Bonds]2. Department ofFinance Letter Dated March 21,2017 (reference only) Page 2 of 2 EDMUNo G'. BRowN JR. . I3oV:INOF t I !l L lTlcrr a S^ca vlfo CA I 9!! l.]'37O4 a www.oor.c^.oov March 21,2017 Mr. William Fox, Finance Department City of Vemon 4ii05 Santa Fe A\renue Vemon, CA 90058 Dear Mr. Fox: Subject: 201 7-18 Annual Recognized Obligation Payment Schedule Pursuant to Health and Safety Code (HSC) section 34177 (o) (1), the City of Vemon Suc@ssor Agency (Agency) submitted an annual Recognized Obligation Payment Schedule for the Period of July 1, 2017 thmugh June 30, 2018 (ROPS 17-18) to the Califomia Department of Finance (Finance) on January 31 , 2017 . Financ€ has cornpleted its revietv of the ROPS 1 7-18. Eased on a sample of line items reviewed and application of the law, Finance made the following determinations: . ltem l.lo. 2 - Property Tax costs in th€ amount of $40,385 is not allou/ed. Pursuant to HSC section 34171 (d) (1) (F), the cost of maintaining assets prior to disposition are enforceable obligations. However, since the Agency no longer owns the property, his item is no longer the obligation of the Ag€ncy. Therefore, this item is not an enforcoabl€ obligation and the requested amount of $40,385 b not eligible for Rede\,€lopment Property Tax Trust Fund (RPTTF) funding. With the Agencys concu,renoe, this it6m has b€en r€tired. . ltem No. 29 - Expenditures of excess 2005 tax allocauon bond proceeds in the amount of $25,685,0O4 is partially allowed. The Agency recei\r€d a Finding of Completion on April 17,2013 and is allowed to exp€nd bond proceeds derived from bonds issued prior to January 1, 2011 (pre-2011 bond proceeds) in a manner consistent with lhe bond @venants. The Agency inlends lo transfer excsss 2005 bond proceeds to th€ City of Vemon (City) during the ROPS 17-18A pe.iod. ln order to transfer pre-2011 bond proceeds to the City, a bond expenditure agreement betwesn the Agency aM City is required. Finance deni€d the proposed bond expenditure agre€ment in our Oversight Board (OB) Resolution No. 42 determinaton letter dated March 10, 2017 because the agre€menl enoneously included funds that are not considered excess bond proceeds. Finance estimates that of the amount requested, $22,562,707 is considered excess. Therefore, $3,122,n7 $25,685,m4 - $22,562,707\is not approved for transfer. ln addition, before Mr. William Fox March 21, 2017 Page 2 any transfer can take place, a revised bond expenditure agre€ment must be approved by the OB and Finance. Except for the items adjusted, Finance is not obiecting to the remaining items listed on the ROPS 17-18. lf th€ Agency disagr€os with Finance's determination with respect to any ilems on the ROPS 17-18, excapt items which are the subj€ct of litigaton disputing Finance's previous or related determinations, the Agency may request a Meet and Confer within fitre business days of the date of this letter. The Meet and Confer process and guidelines are available on Finance's website: The Agency's maximum approved RPTTF distribuUon for the reporting period is $5'436'332 as summarized in the Approved RPTTF Distribution table on Page 4 (see Attachment). RPTTF distributions occur biannually, one disbibution for the July 1 , 2017 through December 31, 2017 penod (ROPS A period), and one distribution for the January 1 , 2018 through June 30, 2018 period (ROPS B pedod) based on Finance's approved amounts. Since Finance's determination is for the enlire ROPS 17-18 period, the Agency is authorized to receive up lo the maximum approved RPTTF through the combined ROPS A and B period distribulions. On the ROPS 17-18 form, the Agency reported cash balances and activity for the period of January 1,2016 through June 30,2016. Finance reviews the Agency's self-reported cash balances on an ongoing basis. The Agency Should be prepared to submit financial records and bridging documents to support the cash balances reported upon request. The Agency was not required to report the estimated obligauons venius actual payments (Prior period adjustment) associated with tho July 1, 2015 through June 30, 2016 period (ROPS 1 +16). The Agency will report actual payments for ROPS 1S16 on ROPS 1&19, puniuant to HSC section 34186 (a) (1). A prior period adiustment may be applied to the Agencys ROPS 1&19 RPTTF distribution. Therefore, the Agency should retain any unexpended ROPS 1$16 RPTTF. Absent a Meet and Confer, this is Finance's determination regarding the obligatons listed on the ROPS 17-18. This determination only applies to items when funding was requested for the 12-month period. The ROPS 17-'18 form submifted by the Agency and Finance's determination letter will be posted on Finance's website: Finance's determination is effective for the ROPS 17-18 period only and should not be conclusively relied upon for future ROPS periods. All items listed on a future ROPS are subject to review and may be denied even if not denied on this ROPS or a preceding ROPS. The only exception is for items that have received a Final and Conclusive determination from Financ€ pursuant to HSC section U177.5 (i). Finance's review of Final and Conclusive items is limited to confirming the scheduled payments as required by the obligation. Mr. William Fox Marclt 21,2017 Page 3 The amount available from the RPTTF is the same as the amount of prcperty tax incrernent a\railable prior to the enactment of the redevelopmsnt dissolution law. Therefore, as a practical matter, the ability to fund the items on the ROPS with property tax increment is limited to the amount of funding available to the Agency in the RPTTF. Please direct inquiries to Anna Kyumba, SupeMsor, or Veronica Zahridea, Lead Analyst, at (e16)322-2985. Sincerely, cc: Ms. Kristina Bums, Manager, Department of Auditor-Controller, Los Angeles County Mr. William Fox March 21, 20'17 Page 4 Attachment Approvsd RPTTF DlsHbdion For th€ Friod ofJuly 2017 thmugh Juno 20lE $ 3,931,647 $ 1,535,070 3 5,466,717 3,936,647 1,5a11,070 5fi6,71f 3,51,647 1,535,070 5,166,717 otal RPTTF App.oved for DistiMion 3 RESOIJUTION NO. OB- A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON, APPROVING AN AGREEMENT REGARDING EXPENDITI'RE OF EXCESS BOND PROCEEDS BETWEEN THE SUCCESSOR AGENCY AND THE CITY OF VERNON [2005 TAX AILOCATION BONDS] WHEREAS, pursuant tso Assembly Bill X1 25, enacted on June 28, 2011, Assembly Bill 1484, enacted on ,June 27, 20L2, and ot.her subsequent legislaE.ion (coIIeccively, the "Dissolution Law"), the Redevelopment Agency of the CiEy of Vernon ( "Redevelopment. Agency" ) was dissolved on February l, 20],2; and WHEREAS, pursuants to HealEh and SafeEy Code Section 34173, t.he cit.y of vernon electsed to serve as the Successor Agency to the Redevelopment Agency and pursuant to Health and Safety code Section 34173 (g) . the Successor Agency is a separate public entity from the Cit,y; and WHEREAS, pursuant Eo Health and Safety Code Sectsion 34191.4(c) , after a successor agency has received a finding of compleEion from the sEate Department of Finance ("DOF"), a successor agency, with the approval- of its oversigh! board, may list enforceable obligations to expend excess bond proceeds on its Recognized Obligation Payment Schedule ("ROPS"), so long as such expendiEures are consistent with the bond covenantsi and WHEREAS, Ehe Successor Agency received a Finding of Completion from DOF on April 17, 2013; and WHEREAS, Ehe Successor Agency has excess bond proceeds from the Redevelopment. Agency's IndusE.rial Redevelopment Project Tax Allocat.ion Bonds, Series 2005 ("2005 Bonds,,); and WHEREAS, the Successor Agency and City previously approved an Agreement Regarding Expendicure of Excess Bond Proceeds [2005 Tax Allocation Bondsl ("Agreement" ) Eo have all the excess bond proceeds from lhe 2005 Bonds held by tshe Successor Agency transferred Eo the City to be expended in a manner consistent. wiE.h t.he applicable bond covenants, which Agreement was approved by the Oversight Board by Resolut.ion No. 42 on January L7, 2017; and WHEREAS, by letstser daEed March 10, 2077, the California Deparlmen! of Finance ("DOF" ) notified Ehe Successor Agency that it was not approving Oversighc Board Resolution No. 42 because the amount of excess bond proceeds specified Eo be transferred tso the City included 2005 bond reserves and tsax revenue, and DOF returned ResoluEion No. 42 to the Oversight Board for recons ideratsion; and WHEREAS, the City and Successor Agency revised the Agreement. to revise the amount of 2005 bond proceeds eligible for transfer t.o the City pursuant to Hea1tsh and Safety Code Section 34f9f .4 (c), and submitEed said revised Agreement Eo Ehe OversighC Board for reconsideration; and WHEREAS, tshe Successor Agency had. as of June 30, 20L6, approximaEely i22,892,349.50 in bond proceeds, with the exact amounc to be transferred Co the City Eo be approved by the DOF. NOW, THEREFORE, BE fT RESOLVED BY THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON AS FOLLOWS: DEL 1 -L(Jl\ .L :The Oversights Board of the Successor Agency to the Redevelopment Agency of the CiEy of Vernon hereby finds and deeermines that the above recitals are true and correct. OverEighE, Board of tshe Successor Agency to -2- SECTION 2: The che Redevelopment. Agency of the CiEy of vernon hereby finds that this actsion is exempt under t.he California Environmental QualiCy Act ('CEQA") because it is a governmenE fiscal activity EhaE will not resulE in any change to the environment and, therefore, is noE a "project" as defined by CEQA Guidelines Section l-5378. Even assuming the activit.y were a "project", it would be exempt from CEQA review in accordance with CEOA Guidelines SecE.ion l-5051(b) (3), the general rule that CEOA only applies Eo projects Ehat may have an effect on the environment,. SECTION 3: The OversighE Board of the Successor Agency t.o the Redevelopment Agency of tshe CiEy of Vernon hereby approves t.he revised AgreemenE Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocation Bondsl , in subsEantially the same form as t.he copy which is atcached heret.o as ExhibiE A. SECTION 4: SubjecE t.o the condit.ions seE forth in Section 5, below, Ehe Successor Agency is hereby authorized and directed to execule the Agreemenc Regarding Expenditure of Excess Bond Proceeds [2005 Tax Allocat.ion Bonds] , subject to any minor, technical and clarifying changes as may be approved by tshe Successor Agency Counsel. The Successor Agency is further autshorized and direct.ed to Eake such acEions as are necessary and appropriace to implement. said Agreement on behalf of the Successor Agency. SECTION 5:The approvals and authorizat.ions set, forth in Seclions 3 and 4 of this Resolution are conditioned upon approval by DOF of the Oversight Board's acEion under this ResoluEion to approve the revised Agreement Regarding Expendilure of Excess Bond proceeds, or if DOF does not request a review wit.hin five business days, the Oversight Board's action becomes effective in accordance with said 3 Section 34179 (h) . SECIION 5: The Secretary of the Oversight Board, shall certify to the pa66age, approval and adoption of t,his resolution, and tshe Secretary shall cause this reEolution and the Secrelary, s cert.ification to be properly filed. APPROVED AND ADoPTED this 2?th day of March, 2012. Name: Title: Chairman / Vice Chairman ATTEST : APPROVED special Couneel to the Oversight Board Iris Yang, Esq -4- STATE OF CALI FORNIA COUNTY OF LOS ANGELES I, Maria E. Ayafa, acting on behaff of the Oversight Board as j.ts Secretary, do hereby certify Ehat. the foregoing Resolution, being Resolution No. oB- , was duly passed, approved and adopted by the Oversight Board of the Successor Agency Eo the Redevelopment Agency of the City of Vernon aE a special meeting of the Oversight Board duly held on ylarch 27, 2o!7, ar,d thereafter was duly signed by Ehe Chairman or Vice Chairman of tshe Oversight Board. Executed this day of March, 2017, aE Vernon, California. Maria E. Ayala, secretary (SEAI) 5 EXHIBIT A Exhibit A AGREEMENT REGARDING EXPENDITURE OF EXCESS BOND PROCEEDS [2005 Tax Allocation Bondsl -5- AGREEMENT REGARDING EXPENDTTURE OF EXCESS BOND PROCEEDS [2005 Tax Allocation Bonds] This Agreement Regarding Expenditure of Excess Bond Proceeds ("Agreement") is entered into this 2l't day of March, 2017, by and between the Successor Agency to the Redevelopment Agency of the City of Vemon ("Successor Agency'') and the City of Vernon, a charter city ('Citl). The Successor Agency and the City are hereinafter collectively referred to as the "Parties." RECITALS A. Pursuant to the Community Redevelopment Law (Health & Saf. Code $33000 el a/.) ("CRL"), the former Redevelopment Agency of the City of Vemon ("Redevelopment Agency") was responsible for implernenting the Redevelopment Plan for the Industrial Project Area (the "Redevelopment Project Area"), originally adopted by the City Council of the City of Vemon ("City Council"). B. Pursuant to an lndenture of Trust Agreement, dated October l, 2005, executed by and between the Redevelopment Agency and the Bank of New York Trust Company, N.A., as Trustee, (the "Trust Agreernents"), the Redevelopment Agency issued Tax Allocation Bonds as more fully described below (collectively, the "2005 Bonds"). C. Following dissolution of the Redevelopment Agency on February 1, 2012, pusuant to Assanbly Bill lX 26, the City elected to serve as the Successor Agency to the Redevelopment Agency. Pursuant to Health and Safety Code Section 3a173(g), the Successor Agency is a separate public entity from the City. D. Health and Safety Code Section 34191.4(c) provides that once the Successor Agency has been issued a Finding of Completion by the Califomia Department of Finance ('DOF), the Successor Agarcy is authorized to use bond proceeds from bonds issued on or before Decernber 31,2010, in a manner consistent with the original bond covenants. Further, the Successor Agency may designate the use of and commit indebtedness obligation proceeds that were derived from indebtedness issued for redevelopment purposes after January l, 2011, and that remain available after the satisfaction of enforceable obligations that have been approved on a Recognized Obligation Payment Schedule C'ROPS) and that are consistent with the indebtedness obligation covenants (hereafter "Excess Bond Proceeds"). E. The DOF issued a Finding of Completion to the Successor Agency on April 17, 2013. F. Health and Safety Code Section 34191.4(c) further provides that the expenditure of Excess Bond Proceeds must be listed separately on the applicable ROPS. AgI to Expend Excess Bond Proceeds [2005 Bonds] fl r 76.00001\294E4 102 2 -t- G. The Parties desire to enter into this Agreement to use the Excess Bond Proceeds for the purposes identified in and consistent with the covenants contained in the Trust Agreonent and related documents (the "Bond Covenants") and the requirements of the CRL, and to provide for the Successor Agency to transfer the Excess Bond Proceeds to the City to be used for such purposes. H. The execution of this Agreement was approved in a public meeting of the City Council and the Successor Agency on March 21, 2017. I. This Agreement was approved by the Oversight Board for the Successor Agency in a public meeting on 2017. J. The Oversight Board's action to approve this Agreernent was submitted to DOF pursuant to Health and Safety Code Section 34179(h), and DOF approved this Agreement on 20t7. NOW, TIIEREFORE, in consideration of the murual covenants, conditions and promises herein contained, the Parties hereby agree as follows: l. reference. Recitals. The Recitals above are true and correct and are incorporated herein by 2. Term. The term of this Agreement shall commence on the Effective Date, and shall continue in effect until the date that all Excess Bond Proceeds are expended in accordance with the requirernents of this Agreement. 3. 2005 Bonds. The following bonds were issued by the Redevelopment Agency: Redevelopment Agency ofthe City of Vernon Industrial Redevelopment Project Tax Allocation Bonds, Series 2005, in the amount of $49,420,000, dated October 4,2005, to be used to finance various public improvements within or benefiting the Redevelopment Project Area. As of June 30, 2016, the Successor Agency had approximately $22,892,349.60 in Excess Bond Proceeds available from the 2005 Bonds. The exact amount of Excess Bond Proceeds shall be determined by the Successor Agency, and as agreed to by the DOF. 4. Use of Excess Bond Proceeds. The City agrees that it shall use the Excess Bond Proceeds available from the 2005 Bonds identified above solely for the purposes identified in Recital G., above, or for other projects consistent with the 2005 Bond Covenants and the provisions of the CRL, as may be amended from time to time, that apply to the expenditure of such Excess Bond Proceeds. 5. Transmittal of Excess Bond Proceeds. Subject to the last sentence of Section 3, above, upon the Effective Date, the Successor Agency shall transfer the Excess Bond Proceeds (including any interest accrued thereon as of the Effective Date) to the City, and the City shall deposit such funds into a separate 2005 Excess Bond Proceeds Account for the City's use in accordance with the terms, conditions and purposes set forth in this Agreernent. Agt to Expend Excess Bond Proceeds [2005 Bonds] E I I 76 00003\29484 | 02 2 2 6. Project Approvals: Environmental Review. This Agreernent is not intended to limit in any manner the discretion of the City in connection with the issuance of approvals and entitlements for the projects described in this Agreernent, nor to avoid legally requked processes attendant to project approval, including, without limitation, the unde(aking and completion of any required environmental review pursuant to the Califomia Environmental Quality Act and the National Environmental Protection Act, as applicable, and the review and approval of plans and specifications. 7. Severabilitv. If any term, provision, covenant, or condition set forth in this Agreernent is held by the final judgrnent 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 modiff this Agreement in a manner such that the purpose ofany invalidated or voided provision, covenant or condition can be accomplished to the maximum extent legally permissible. 8. No Third-Party Beneficiaries: Assimments. 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 thern, 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 conternplated by this Agreement. 10. Govemins Law. This Agreement shall be govemed by and construed in accordance with the laws of the State of Califomia. 11. Counterparts. This Agreernent may be executed in counterparts, each of which shall be deerned an original and all of which shall constitute but one and the same instrument. 12. Amendment. This Agreernent may be modified or amended, in whole or in part, only by an instrument in writing, executed by the Parties. 13. Effective Date. This Agreernent shall be effective when signed by both parties, and approved by the Oversight Board and DOF. Agt to Expend Excess Bond Proceeds [2005 Bonds] 8 I I 76 00003U94E4 102 2 3 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above. CITY OF VERNON SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON By: Carlos Fandino, City Administrator Chairperson Attest: Maria E. Ayal4 City Clerk Approved as to Form:Approved as to Form: By: Hema Patel, City Attomey Legal Counsel Agt to Expend Excess Bond Proceeds [2005 Bonds] 8r r76 00003u9484 t 02 2 By: -4-