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Resolution No. 8852 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 " , ~ ~ RESOLUTION NO. 8852 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND RATIFYING THE EXECUTION OF REDEVELOPMENT REVOLVING FUND LOAN NO. 10 BY AND BETWEEN THE CITY OF VERNON AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON WHEREAS, the City of Vernon (hereinafter "City"), by adoption of Resolution No. 5724, has established the Redevelopment Revolving Fund as authorized by Health and Safety Code Section 33620; and WHEREAS, the Redevelopment Agency of the City of Vernon ("Agency") determined it was necessary and desirable to acquire for redevelopment purposes and the elimination of blight real property consisting of approximately 10.6 acres of industrial land and improvements located at 4855 East 52nd Place in the City of Vernon, County of Los Angeles, State of California, legally described on Exhibit A attached hereto and incorporated herein by reference (hereinafter referred to as the "Property"); and WHEREAS, the City purchased the Property with the understanding that upon the close of escrow on March 11, 2005, the Property would be conveyed to Agency and the Agency would purchase said Property utilizing funds from a revolving loan with City; and WHEREAS, the City and Agency inadvertently failed to execute the appropriate documents to implement the intention to convey the Property to the Agency and desire at this time to ratify their intent; and WHEREAS, the City, the owner of Property, agreed to sell the Property to the Agency on negotiated terms, which the Agency determined to be fair and reasonable; and , . 1 WHEREAS, Health and Safety Code 33623 requires that the 2 legislative body approve by resolution adopted by two-thirds vote the 3 payment of monies in the Redevelopment Revolving Fund to the Agency 4 upon such terms and conditions as the legislative body may prescribe; 5 and 6 WHEREAS, in order to meet the urgent need to implement the 7 City's intention to convey the Property to the Agency establishing the 8 terms and conditions applicable to the advance of monies to the Agency 9 for the acquisition of the Property to rectify the omission, the Mayor 10 executed the loan agreement between the City and the Agency dated 11 September 13, 2005 (hereinafter designated as Redevelopment Revolving 12 Fund Loan No. 10), subject to ratification by the City; and 13 WHEREAS, the City desires to ratify the execution of the 14 Redevelopment Revolving Fund Loan No. 10 by the Mayor as it was the 15 City's intent to sell the Property to the Agency using revolving loan 16 funds and to ratify any actions taken respecting the implementation of 17 the Agreement and the acquisition of the Property. 18 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE 19 CITY OF VERNON AS FOLLOWS: 20 SECTION 1: The City Council of the City of Vernon hereby 21 finds and determines that the recitals contained hereinabove are true 22 and correct. 23 SECTION 2: The City Council of the City of Vernon hereby 24 approves and ratifies the transfer from the General Fund to the 25 Redevelopment Revolving Fund, up to the sum of Eleven Million Five 26 Hundred Twenty-Five Thousand One Dollars and Eighty-Four Cents 27 ($11,525,001.84) to be utilized by the Agency in the acquisition of the 28 Property, including the cost of the Property and other costs and - 2 - 1 expenses incidental to and necessary for the acquisition of the 2 Property. 3 SECTION 3: The City Council of the City of Vernon hereby 4 approves and ratifies the execution of the Redevelopment Revolving Fund 5 Loan No. 10, a copy of which is attached hereto and incorporated herein ~ by reference as Exhibit B. 7 SECTION 4: The City Council of the City hereby authorizes 8 the Acting City Clerk, or his designee, to execute any and all 9 documents necessary for the purpose of acquiring the Property and to 10 implement and carry out the purposes specified herein on behalf of the 11 City. 12 SECTION 5: The Acting City Clerk of the City of Vernon shall 13 certify to the passage of this resolution and thereupon and thereafter 14 the same shall be in full force and effect. 15 APPROVED AND ADOPTED this 21st day of September, 2005. 16 17 18 19 20 21 22 23 24 25 26 27 28 BRUCE ~0 " LF:;ONIS C.' MA BURG,1M~yor ATTEST: - 3 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 STATE OF CALIFORNIA COUNTY OF LOS ANGELES ss I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 8852, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Wednesday, September 21, 2005, and thereafter was duly signed by the Mayor of the City of Vernon. (SEAL) - 4 - JR. EXHIBIT A '. ~ . ( ( . . EXHIBIT "A" (LEGAL DESCRIPTION) PARCEL 1: THOSE PORTIONS OF LOTS 105, 106 AND 107 OF TRACf NO. 7923, PARTLY IN THE aTY OF MAYWOOD AND PARTLY IN THE CITY OF VERNON, ALL IN THE COUNTY OF LOS ANGELES, STATE OF CAliFORNIA, AS PER MAP RECORDED IN BOOK 113, PAGES 80 TO 83 INCLUSIVE OF MAPS, .IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, DESCRIBED AS FOLLQWS: BEGINNING AT THE INTERSECTION OF THE NORTHWEST UNE OF SAID LOT 107 WITH THE SOUTHEASTERLY PROLONGATION OF THE NORTHEAST LINE OF 52ND PLACE, SO FEET WIDE, EXTENDING NORTHWESTERLY FROM HEUOTROPE AVENUE, AS SAID STREETS ARE SHOWN ON SAID TRACf 7923, THENCE NORTH 330 21' 00" EAST ALONG THE NORTHWESTERLY UNE OF SAID LOT 107, A DISTANCE OF 394.65 FEET TO THE MOST NORTHERLY CORNER THEREOF; THENCE SOUTH 540 27' 40" EAST ALONG THE NORTHEASTERLY UNE OF SAID LOT 107, A DISTANCE OF 134.17 FEET TO THE BEGINNING OF A TANGENT CURVE THEREIN, CONCAVE SOUTHWESTERLY AND HAVING A RADIUS OF 455.30 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 150 26' 15", AN ARC DISTANCE OF 122.67 FEET; THENCE TANGENT TO SAID CURVE SOUTH 390 01' 25" EAST ALONG THE NORTHEASTERLY UNES OF SAID LOTS lOS, 106 AND 107, A DISTANCE OF 517.25 FEET TO THE MOST EASTERLY CORNER OF SAID LOT 105; THENCE SOUTH 510 00' 14" WEST ALONG THE SOUTHEASTERLY LINE OF SAID LOT 105, A DISTANCE OF 457.22 FEET TO A POINT IN THE NORTHEASTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "B" IN THE DEED TO CITY OF MAYWOOD RECORDED MARCH 20, 1942 IN BOOK 19198 AT PAGE 193 OF SAID OFFIOAL RECORDS; THENCE NORTH 380 59' 50" WEST ALONG SAID lAST MENTIONED NORTHEASTERLY liNE TO NORTHEASTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "A" IN THE DEED TO OTY OF MAYWOOD RECORDED AS DOCUMENT NO.1 OF AUGUST 20, 1940 IN BOOK 17750 AT PAGE 183, THE NORTHEASTERLY liNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED TO MAYWOOD MUTUAL WATER COMPANY NO.3, RECORDED IN BOOK 9787 AT PAGE 9, AND THE NORTHEASTERLY UNE OF PARCEL "C" OF SAID DEED RECORDED IN BOOK 19198 AT PAGE 193, ALL OF SAID OFFIOAL RECORDS, '564.07 FEET; THENCE ALONG A NORTHERLY UNE OF HEREINABOVE DESCRIBED PARCEL "C", NORTH 820 47' 35" WEST 63.04 FEET TO THE EASTERLY UNE OF HEliOTROPE AVENUE, 50 FEET WIDE, AS SHOWN ON SAID MAP OF TRACf NO. 7923; THENCE ALONG SAID EASTERLY STREET UNE NORTH 70 33' 00" EAST 33.88 FEET TO AN ANGLE POINT THEREIN; THENCE CONTINUING ALONG A SOUTHEASTERLY LINE OF SAID HELIOTROPE AVENUE, NORTH 330 21' DO" EAST 50:02 FEET TO THE POINT OF BEGINNING. EXCEPT ALL OIL, GAS AND OTHER PETROLEUM AND MINERAL SUBSTANCES, BUT WITHOUT THE RIGHT OF SURFACE ENTRY AS RESERVED IN BOOK 20565 PAGE 1, OFFICIAL RECORDS, FROM THAT PORTION OF SAID LAND INCLUDED WITHIN THOSE PORTIONS OF LOTS 105, 106 AND 107 OF TRACf NO. 7923, IN THE CITY OF MAYWOOD, COUNTY OF LOS ANGELES, STATE OF CAliFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, MORE PARTICUlARLY DESCRIBED AS FOLLOWS: . " ( ( . . BEGINNING AT THE MOST WESTERLY CORNER OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED TO MAYWOOD GLASS CO., RECORDED AS DOCUMENT NO. 2403 ON APRIL 10, 1952 IN BOOK 38681 AT PAGE 218 OF OFFICIAL RECORDS, IN THE OFFICE OF SAID COUNTY RECORDER, WHICH MOST WESTERLY CORNER IS A POINT IN THE SOUTHEASTERLY PROLONGATION OF THE NORTHEASTERLY LINE OF FIFTY-SECOND PLACE AS SHOWN ON SAID MAP OF TRACT NO. 7923, THENCE ALONG A SOUTHWESTERLY LINE OF SAID MAYWOOD GLASS PROPERTY AND SAID PROLONGATION SOUTH S40 27' 15" EAST 80.12 FEET TO AN ANGLE POINT IN SAID SOUTHWESTERLY LINE; THENCE CONTINUING ALONG SAID SOUTHWESTERLY LINE AND ALONG THE SOUTHWESTERLY UNE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN THE DEED TO MAYWOOD GLASS CO., RECODED AS DOCUMENT NO. 253 OF NOVEMBER 3, 1938 IN BOOK 16177 AT PAGE 216 OF SAID OFFICIAL RECORDS, SOUTH 380 59' 30" EAST 570.85 FEET TO THE END THEREOF; THENCE ALONG THE SOUTHWESTERLY PROLONGATION OF THE SOUTHEASTERLY LINE OF SAID LAST MENTIONED PARCEL, SOUTH 510 00' 30" WEST 50.00 FEET TO A POINT IN THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "B" IN THE DEED TO CITY OF MAYWOOD RECORDED MARCH 20, 1942 IN BOOK 19198 AT PAGE 193 OF SAID OFFICIAL RECORDS; THENCE NORTH 380 59' 30" WEST ALONG SAID LAST MENTIONED NORTHEASTERLY LINE, TO NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED AS PARCEL "A" IN THE DEED TO aTY OF MAYWOOD RECORDED AS DOCUMENT NO.1 OF AUGUST 20, 1940 IN BOOK 17750 AT PAGE 183, THE NORTHEASTERLY LINE OF THAT CERTAIN PARCEL OF LAND DESCRIBED IN DEED TO MAYWOOD MUTUAL WATER COMPANY NO.3 RECORDED IN BOOK 9787 AT PAGE 9 AND THE NORTHEASTERLY LINE OF PARCEL "C" OF SAID DEED RECORDED IN BOOK 19198 AT PAGE 193, ALL OF SAID OFFICIAL RECORDS, 564.07 FEET, THENCE ALONG A NORTHERLY LINE OF HEREINABOVE DESCRIBED PARCEL "C", NORTH 820 47' 15" WEST 63.04 FEET TO THE EASTERLY LINE OF HELIOTROPE AVENUE, 50 FEET WIDE, AS SHOWN ON SAID MAP OF TRACT NO. 7923; THENCE ALONG SAID EASTERLY STREET LINE NORTH 70 33' 15" EAST 33.88 FEET TO AN ANGLE POINT THEREIN; THENCE CONTINUING ALONG A SOUTHEASTERLY LINE OF SAID HELIOTROPE AVENUE; NORTH 330 19' 4511 EAST 50.02 FEET TO THE POINT OF BEGINNING. PARCEL 2: AN EASEMENT FOR USE IN COMMON WITH OTHERS, FOR INGRESS AND EGRESS IN AND ON THE PRIVATE STREETS KNOWN AS 52ND PLACE AND 58TH PLACE, IN THE CITY OF MAYWOOD, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, COVERING THOSE CERTAIN PORTIONS OF LOTS 102 TO 107 INCLUSIVE OF TRACf 7923, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 OF MAPS, RECORDS .. OF LOS ANGELES COUNTY, DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTHWEST LINE OF SAID LOT 107 WITH THE SOUTHEASTERLY PROLONGATION OF THE NORTHEAsT LINE OF 5200 PLACE EXTENDING NORTHWESTERLY FROM HELIOTROPE AVENUE;" THENCE SOUTHEASTERLY ALONG SAID PROLONGATION 80.12 FEET; THENCE SOUTH 380 59' 30" EAST 1240.12 FEET TOA POINT IN A LINE PARALLEL WITH THE SOUTHERLY LINE OF SAID LOT 102 AND DISTANT NORTHERLY 50 FEET, MEASURED AT RIGHT ANGLES THEREFROM, WHICH LAST MENTIONED POINT IS DISTANT WESTERLY ALONG SAID PARALLEL LINE 447.23 FEET FROM THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG SAID PARALLEL LINE; SOUTH 82047' 15" EAST 447.23 FEET TO THE NORTHERLY PROLONGATION OF THE EASTERLY LINE OF ALAMO AVENUE; THENCE ALONG SAID PROLONGATION SOUTH 70 33' 15" WEST 50 FEET TO THE SOUTH . LINE OF SAID LOT 102; THENCE ALONG SAID SOUTH LINE NORTH 820 47' 15" WEST 467.05 FEET TO A LINE HEREIN DESIGNATED AS "A" PARALLEL WITH AND DISTANT SOUTHWESTERLY 50 FEET, MEASURED AT RIGHT , ANGLES FROM THE ABOVE DESCRIBED LINE NOTED AS HAVING A LENGTH OF 1240.12 FEET; THENCE ALONG SAID PARALLEL LINE NORTH 380 59' 30" WEST 269.59 FEET TO THE NORTHWEST LINE OF SAID LOT 102; THENCE ALONG SAID NORTHWEST LINE SOUTH 510 00' 30" WEST 54.15 FEET TO THE WEST LINE OF SAID LOT 102; THENCE NORTHERLY AND WESTERLY ALONG THE SOUTHERLY LINE OF \ ".' ( ( SAID lOT 103 TO THE NORTHERLY PROLONGATION OF THE WEST LINE OF WOODLAWN AVENUE; THENCE ALONG SAID PROLONGATION NORTH 70 33' 15" EAST 72.25 FEET TO SAID LINE DESIGNATED AS "A", THENCE ALONG SAID LINE "A", NORTH 380 59' 30" WEST 863.67 FEET TO THE EASTERLY PROLONGATION OF THE SOUTH LINE OF 56TH STREET, THENCE WESTERLY ALONG SAID PROLONGATION, 63.04 FEET TO THE EAST LINE OF HELIOTROPE AVENUE; THENCE NORTHERLY ALONG SAID EAST LINE TO THE POINT OF BEGINNING. EXCEPT ANY PORTION THEREOF WITHIN THE LINES OF PARCEL 1 ABOVE. PARCEL 3: ALL OF lOTS 78 THROUGH 83 INCLUSIVE, THE NORTHWESTERLY 10 FEET AND THE SOUTHWESTERLY 17 FEET OF lOT 84 AND THE SOUTHWESTERLY 17 FEET OF LOT 85, All IN TRACT NO. 7923, IN THE COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THE SOUTHEAST 1 FOOT OF SAID LOT 85. ALSO EXCEPT FROM THE SOUTHWEST 17 FEET OF THE NORTHWEST 10 FEET OF lOT 84 AND THE SOUTHWEST 17 FEET OF lOT 85, All OIL, GAS AND OTHER PETROLEUM OR MINERAL SUBSTANCE IN SAID LAND, AS RESERVED BY STEEL MERCHANTS COMPANY, A CO-PARTNERSHIP, BY DEED RECORDED SEPTEMBER 4,1958 IN BOOK 0206 PAGE 140, OFFICIAL RECORDS. PARCEL 4: LOTS 74, 75, 76 AND 77 OF TRACT 7923, IN THE OTY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 113 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL 5: THE SOUTHEAST. 1 FOOT OF lOT 85, AND All OF LOTS 86, 87, 88, 89, 90 AND 91 AND THE NORTHWESTERLY 1 FOOT OF LOT 92 OF TRACT NO. 7923, IN THE CITY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 133 PAGES 80 TO 83 INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT FROM THE SOUTHEAST 1 FOOT OF lOT 85 AND All OF LOT 86, ALL OIL, GAS AND OTHER PETROLEUM OR MINERAL SUBSTANCES CONTAINED IN SAID LAND, AS RESERVED BY WESTERN STANDARD STEEL SUPPLY COMPANY, A CO-PARTNERSHIP, COMPOSED OF B.W. STEIN AND A. STEIN, PARTNERS, IN DEED RECORDED JUNE 7, 1957 IN BOOK 54716 PAGE 153 AS INSTRUMENT N()',,1734. 'II.;' EXHIBIT B " . ' I 2 3 4 5 6 7 8 REDEVELOPMENT REVOLVING FUND LOAN NO. 10 BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON THIS AGREEMENT is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this 13th day of September, 2005 9 . BY AND BETWEEN 10 11 12 13 14 THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON, A Public Body, Corporate and Politic, duly created and established pursuant to the Community Redevelopment Law of the State of California (hereinafter referred to as "AGENCY") AND THE CITY OF VERNON, a Municipal Corporation, whose address is 4305 Santa Fe Avenue, Vernon, California 90058-0805 (hereinafter referred to as "CITY") 15 16 17 18 RECITALS 19 WHEREAS, City purchased real property consisting of 20 approximately 10.6 acres of industrial land and improvements located 21 at 4855 East 52nd Place in the City of Vernon, County of Los Angeles, 22 State of California (hereinafter "Property") with the understanding 23 that upon the close of escrow on March 11, 2005, the Property would be 24 conveyed to Agency and the Agency would purchase said Property 25 utilizing funds from a revolving loan with City; and 26 WHEREAS, Agency and City inadvertently failed to execute the 27 appropriate documents to implement the intention to convey the 28 Property to the Agency and desire at this time to ratify their intent; IE.) .J. .~ . . 1 and 2 WHEREAS, AGENCY determined that the acquisition of the 3 Property was necessary and desirable for the elimination of blight or 4 for redevelopment purposes; and 5 WHEREAS, the necessary acquisition funds were not otherwise 6 available to the AGENCY for the purpose of acquiring the Property; and 7 WHEREAS, the CITY has established the Redevelopment Revolving 8 Fund pursuant to the provisions of Health and Safety Code Section 9 33620, et seq.; and 10 WHEREAS, the CITY has deemed it advisable to loan to the 11 AGENCY city funds necessary to acquire the Property, subject to the 12 terms and conditions contained in this Agreement; and 13 WHEREAS, such funds as may be loaned to the AGENCY through 14 the Redevelopment Revolving Fund, as approved from time to time by the 15 City Council, shall be repaid to the CITY if and when tax increment 16 revenues shall be available to the AGENCY, 17 NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 18 SECTION 1: The foregoing recitals are true and correct and 19 constitute valid consideration for this Agreement. 20 SECTION 2: The CITY has agreed to deposit up to the sum of 21 Eleven Million Five Hundred Twenty-Five Thousand and One Dollar and 22 Eighty-Four Cents ($11,525,001.84) into the Redevelopment Revolving 23 Fund and agreed that the AGENCY may withdraw said funds and utilize 24 same in the acquisition of the Property, subject to the terms of this 25 Agreement. 26 SECTION 3: All sums withdrawn by the AGENCY from the 27 Redevelopment Revolving Fund for the purpose of acquiring the Property 28 shall bear interest at a rate per annum equal to five percent (5%). - 2 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 Such interest payable on the sums so advanced shall accrue and be added to the principal amount of the loan, and all such amounts shall bear interest at said rate and shall compound annually until repaid by the AGENCY to the CITY. All payments of tax increment revenues pursuant to Health and Safety Code Section 33670, in whole or in part, for the repayment of the obligations of the AGENCY as evidenced by this Agreement shall first be applied to the accrued and unpaid interest on the loan, and any additional amounts of tax increment revenues thereafter remaining shall be applied to the outstanding principal balance thereof. SECTION 4: The loan from the CITY to the AGENCY as hereby ratified may be repaid from time to time, in whole or in part, at the option of the AGENCY, solely from the tax increment revenues, if any, if and when tax increment revenues shall be available and paid to the AGENCY for such purpose pursuant to Health and Safety Code Section 33670 (b) . SECTION 5: The AGENCY and the CITY agreed that any repayment obligation of the AGENCY with respect to the loan as may hereafter be funded by the CITY from time to time shall at all times be subordinated to any and all other outstanding, or as hereafter may be outstanding, bonds, notes or other forms of indebtedness payable in whole or in part from the tax increment revenues of the AGENCY and shall not constitute a prior lien as to either the tax increment the AGENCY or any other legally available funds revenues received by 24 of the AGENCY. 25 SECTION 6: 26 27 28 The CITY and the AGENCY acknowledged and agreed that the amounts which may be advanced by the CITY to the AGENCY as necessary to acquire the Property pursuant to this Agreement shall be - 3 - SUPPORTING DOCUMENTS ~ ~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 REDEVELOPMENT REVOLVING FUND LOAN NO. 10 .BY AND BETWEEN THE CITY OF VERNON, CALIFORNIA AND THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON THIS AGREEMENT is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this 13th day of September, 2005 BY AND BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON, A Public Body, Corporate and Politic, duly created and established pursuant to the Community Redevelopment Law of the State of California (hereinafter referred to as "AGENCY") AND THE CITY OF VERNON, a Municipal Corporation, whose address is 4305 Santa Fe Avenue, Vernon, California 90058-0805 (hereinafter referred to as "CITY") RECITALS 19 WHEREAS, City purchased real property consisting of 20 approximately 10.6 acres of industrial land and improvements located 21 at 4855 East 52nd Place in the City of Vernon, County of Los Angeles, 22 State of California (hereinafter "Property") with the understanding 23 that upon the close of escrow on March 11, 2005, the Property would be 24 conveyed to Agency and the Agency would purchase said Property 25 utilizing funds from a revolving loan with City; and 26 WHEREAS, Agency and City inadvertently failed to execute the 27 appropriate documents to implement the intention to convey the 28 Property to the Agency and desire at this time to ratify their intent; 1 . 1 and 2 WHEREAS, AGENCY determined that the acquisition of the 3 Property was necessary and desirable for the elimination of blight or 4 for redevelopment purposes; and 5 WHEREAS, the necessary acquisition funds were not otherwise 6 available to the AGENCY for the purpose of acquiring the Property; and 7 WHEREAS, the CITY has established the Redevelopment Revolving 8 Fund pursuant to the provisions of Health and Safety Code Section 9 33620, et seq.; and 10 WHEREAS, the CITY has deemed it advisable to loan to the 11 AGENCY city funds necessary to acquire the Property, subject to the 12 terms and conditions contained in this Agreement; and 13 WHEREAS, such funds as may be loaned to the AGENCY through 14 the Redevelopment Revolving Fund, as approved from time to time by the 15 City Council, shall be repaid to the CITY if and when tax increment 16 revenues shall be available to the AGENCY. 17 NOW,. THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 18 SECTION 1: The foregoing recitals are true ,and correct and 19 constitute valid consideration for this Agreement. 20 SECTION 2: The CITY has agreed to deposit up to the sum of 21 Eleven Million Five Hundred Twenty-Five Thousand and One Dollar and 22 Eighty-Four Cents ($11,525,001.84) into the Redevelopment Revolving 23 Fund and agreed that the AGENCY may withdraw said funds and utilize 24 same in the acquisition of the Property, subject to the terms of this 25 Agreement. 26 SECTION 3: All sums withdrawn by the AGENCY from the 27 Redevelopment Revolving Fund for the purpose of acquiring the Property 28 shall bear interest at a rate per annum equal to five percent (5%). - 2 - ~ 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Such interest payable on the sums so advanced shall accrue and be added to the principal amount of the loan, and all such amounts shall bear interest at said rate and shall compound annually until repaid by the AGENCY to the CITY. All payments of tax increment revenues pursuant to Health and Safety Code Section 33670, in whole or in part, for the repayment of the obligations of the AGENCY as evidenced by this Agreement shall first be applied to the accrued and unpaid interest on the loan, and any additional amounts of tax increment revenues thereafter remaining shall be applied to the outstanding principal balance thereof. SECTION 4: The loan from the CITY to the AGENCY as hereby ratified may be repaid from time to time, in whole or in part, at the option of the AGENCY, solely from the tax increment revenues, if any, if and when tax increment revenues shall be available and paid to the AGENCY for such purpose pursuant to Health and Safety Code Section 33670(b} . SECTION 5: The AGENCY and the CITY agreed that any repayment obligation of the AGENCY with respect to the loan as may hereafter be funded by the CITY from time to time shall at all times be subordinated to any and all other outstanding, or as hereafter may be outstanding, bonds, notes or other forms of indebtedness payable in whole or in part from the tax increment revenues of the AGENCY and shall not constitute a prior lien as to either the tax increment revenues received by the AGENCY or any other legally available funds of the AGENCY. SECTION 6: The CITY and the AGENCY acknowledged and agreed that the amounts which may be advanced by the CITY to the AGENCY as necessary to acquire the Property pursuant to this Agreement shall be - 3 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 considered as an indebtedness of the AGENCY as the same is intended for purposes of the filing of a Statement of Indebtedness with the County of Los Angeles pursuant to Health and Safety Code Section 33675. The repayment obligation of the AGENCY hereunder shall be made from the legally available tax increment revenues of the AGENCY and any other funds of the AGENCY, if any, and at the option of the AGENCY, legally available therefor. SECTION 7: The sums advanced pursuant to this Agreement shall be utilized by the AGENCY solely for the acquisition of the Property and necessary expenses and costs incidental thereto, SECTION 8: The CITY and the AGENCY agreed to execute any and all ancillary documents as may reasonably be requested by any bondholder or other purchaser of bonds, notes or other forms of indebtedness of the AGENCY for which the tax increment revenues of the AGENCY have been or as may be hereafter be pledged therefor. SECTION 9: This Agreement shall take effect from and after the date of adoption and ratification by the CITY and the AGENCY pursuant to official action of the governing bodies thereof and shall be effective for a duration not to exceed the time as necessary to repay fully the CITY the principal amount of the advances from the Redevelopment Revolving Fund for the acquisition of the Property, together with interest thereon as evidenced by this Agreement but in no event shall such repayment obligation extend for a duration of time in excess of that provided in any ,applicable redevelopment plan, as now constituted or as the same may hereafter be amended. SECTION 10: This Agreement is the entire agreement of the parties. The AGENCY represents that in entering into this Agreement, it has not relied on any previous representations or understandings of - 4 - 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 BY: any kind or nature. IN WITNESS WHEREOF, the parties hereto have executed this Agreement or caused this Agreement to be executed by their respective officers, duly authorized, as of this date, month and year first above written. CITY OF VERNON ~I BY. ,~.~/~ .', . L~tJIS C. MALB~ M~ ATTEST: . Ad, Q r BY: VVVlJJ1}-~ BR V. MALKENHORST, JR. Acting City Clerk APPROVED AS TO FORM: BY: ~.--z:c:? ERIC T. FR~~~y Attorney VWJ!PwLN REDEVELOPMENT AGENCY OF THE CITY OF VERNON BY:~~' ........L ONIS C. MALB RG, Ch irman BY: BR E V. MALKENHORST, Acting Secretary APPROVED AS TO FORM: e A, Harrison for Karns 27 arabian, Legal Counsel 28 - 5 - I REDEVELOPMENT REVOLVING FUND LOAN NO. 10 BY AND BETWEEN 2 THE CITY OF VERNON, CALIFORNIA AND 3 THE REDEVELOPMENT AGENCY OF THE CITY OF VERNON 4 5 THIS AGREEMENT is made, entered into and executed in 6 duplicate originals, either copy of which may be considered and used 7 as the original hereof for all purposes, as of this 13th day of 8 September, 2005 9 BY AND BETWEEN THE REDEVELOPMENT AGENCY OF 10 THE ,CITY OF VERNON, A Public Body, Corporate and Politic, 11 duly created and established pursuant to the Community Redevelopment Law of the State 12 of California (hereinafter 13 referred to as "AGENCY") AND THE CITY OF VERNON, a 14 Municipal Corporation, whose 15 address is 4305 Santa Fe Avenue, Vernon, California 90058-0805 (hereinafter 16 referred to as "CITY") 17 RECITALS 18 19 WHEREAS, City purchased real property consisting of 20 approximately 10 . 6 acres of industrial land and improvements located 21 at 4855 East 52nd Place in the City of Vernon, County of Los Angeles, 22 State of California (hereinafter "Property") with the understanding 23 that upon the close of escrow on March 11, 2005, the Property would be 24 conveyed to Agency and the Agency would purchase said Property 25 utilizing funds from a revolving loan with City; and 26 WHEREAS, Agency and City inadvertently failed to execute the 27 appropriate documents to implement the intention to convey the 28 Property to the Agency and desire at this time to ratify their intent; I and 2 WHEREAS, AGENCY determined that the acquisition of the 3 Property was necessary and desirable for the elimination of blight or 4 for redevelopment purposes; and 5 WHEREAS, the necessary acquisition funds were not otherwise 6 available to the AGENCY for the purpose of acquiring the Property; and 7 WHEREAS, the CITY has established the Redevelopment Revolving 8 Fund pursuant to the provisions of Health and Safety Code Section 9 33620, et seq. ; and 10 WHEREAS, the CITY has deemed it advisable to loan to the 11 AGENCY city funds necessary to acquire the Property, subject to the 12 terms and conditions contained in this Agreement; and 13 WHEREAS, such funds as may be loaned to the AGENCY through 14 the Redevelopment Revolving Fund, as approved from time to time by the 15 City Council, shall be repaid to the CITY if and when tax increment 16 revenues shall be available to the AGENCY. 17 NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 18 SECTION 1 : The foregoing recitals are true and correct and 19 constitute valid consideration for this Agreement . 20 SECTION 2 : The CITY has agreed to deposit up to the sum of 21 Eleven Million Five Hundred Twenty-Five Thousand and One Dollar and 22 Eighty-Four Cents ($11, 525, 001 . 84) into the Redevelopment Revolving 23 Fund and agreed that the AGENCY may withdraw said funds and utilize 24 same in the acquisition of the Property, subject to the terms of this 25 Agreement . 26 SECTION 3 : All sums withdrawn by the AGENCY from the 27 Redevelopment Revolving Fund for the purpose of acquiring the Property 28 shall bear interest at a rate per annum equal to five percent (50) . - 2 - I Such interest payable on the sums so advanced shall accrue and be 2 added to the principal amount of the loan, and all such amounts shall 3 bear interest at said rate and shall compound annually until repaid by 4 the AGENCY to the CITY. All payments of tax increment revenues 5 pursuant to Health and Safety Code Section 33670, in whole or in part, 6 for the repayment of the obligations of the AGENCY as evidenced by 7 this Agreement shall first be applied to the accrued and unpaid 8 interest on the loan, and any additional amounts of tax increment 9 revenues thereafter remaining shall be applied to the outstanding 10 principal balance thereof. 11 SECTION 4 : The loan from the CITY to the AGENCY as hereby 12 ratified may be repaid from time to time, in whole or in part, at the 13 option of the AGENCY, solely from the tax increment revenues, if any, 14 if and when tax increment revenues shall be available and paid to the 15 AGENCY for such purpose pursuant to Health and Safety Code Section 16 33670 (b) . 17 SECTION 5: The AGENCY and the CITY agreed that any repayment 18 obligation of the AGENCY with respect to the loan as may hereafter be 19 funded by the CITY from time to time shall at all times be 20 subordinated to any and all other outstanding, or as hereafter may be 21 outstanding, bonds, notes or other forms of indebtedness payable in 22 whole or in part from the tax increment revenues of the AGENCY and 23 shall not constitute a prior lien as to either the tax increment 24 revenues received by the AGENCY or any other legally available funds of the AGENCY. 25 26 SECTION 6: The CITY and the AGENCY acknowledged and agreed 27 that the amounts which may be advanced by the CITY to the AGENCY as 28 necessary to acquire the Property pursuant to this Agreement shall be - 3 - i 1 considered as an indebtedness of the AGENCY as the same is intended 2 for purposes of the filing of a . Statement of Indebtedness with the 3 County of Los Angeles pursuant to Health and Safety Code Section 4 33675 . The repayment obligation of the AGENCY hereunder shall be made 5 from the legally available tax increment revenues of the AGENCY and 6 any other funds of the AGENCY, if any, and at the option of the 7 AGENCY, legally available therefor. 8 SECTION 7 : The sums advanced pursuant to this Agreement 9 shall be utilized by the AGENCY solely for the acquisition of the 10 Property and necessary expenses and costs incidental thereto. 11 SECTION 8 : The CITY and the AGENCY agreed to execute any and 12 all ancillary documents as may reasonably be requested by any 13 bondholder or other purchaser of bonds, notes or other forms of 14 indebtedness of the AGENCY for which the tax increment revenues of the 15 AGENCY have been or as may be hereafter be pledged therefor. 16 SECTION 9 : This Agreement shall take effect from and after 17 the date of adoption and ratification by the CITY and the AGENCY 18 pursuant to official action of the governing bodies thereof and shall 19 be effective for a duration not to exceed the time as necessary to 20 repay fully the CITY the principal amount of the advances from the 21 Redevelopment Revolving Fund for the acquisition of the Property, 22 together with interest thereon as evidenced by this Agreement but in 23 no event shall such repayment obligation extend for a duration of time 24 in excess of that provided in any applicable redevelopment plan, as 25 now constituted or as the same may hereafter be amended. 26 SECTION 10 : This Agreement is the entire agreement of the 27 parties . The AGENCY represents that in entering into this Agreement, 28 it has not relied on any previous representations or understandings of - 4 - I any kind or nature. 2 IN WITNESS WHEREOF, the parties hereto have executed this 3 Agreement or caused this Agreement to be executed by their respective 4 officers, duly authorized, as of this date, month and year first above 5 written. 6 CITY OF VERNON 7 BY 8 LL LEONIS C. MALBU'RG, M 9yor 9 ATTEST: 10 11 BY: BR V. MALKENHORST, JR. 12 Acting City Clerk 13 APPROVED AS TO FORM: 14 15 BY: 16 ERIC T. FR CH, ty Attorney 17 REDEVELOPMENT AGENCY OF THE 18 CITY OF VERNON 19 By ��LEONIS C. MALBORG, Ch irman 20 21 B Y: 22 BR E V. MALKENHORST, J . Acting Secretary 23 24 APPROVED AS TO FORM: 25 26 BY: J f e A. Harrison for Karns 27 & arabian, Legal Counsel 28 5 -