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HomeMy WebLinkAboutReso 93-405 - Approving Cooperation Agreement: Tierra Oaks Assessments Dist No. 1993-1 RESOLUTION NO. 3 r` I RESOLUTION APPROVING COOPERATION AGREEMENT TIERRA OAKS ASSESSMENT DISTRICT NO. 1993-1 The City Council of the City of Redding resolves: 1. As a part of the proceedings for improvements in Tierra Oaks Assessment District No. 1993-1, City of Redding, Shasta County, California, this City Council hereby approves that certain Cooperation Agreement, dated November 16, 1993, by and among the City of Redding (the "City") , Tierra Oaks, Ltd. (the "Developer") , Leslie Construction (the "Contractor") and the following six parties (collectively, the "Lenders") : (1) Ron Munk and Beverly Munk, trustees of the Munk, II Inc. Profit Sharing Trust; (2) Ron Munk (individually) (3) Beverly Munk (individually) ,i (4) Gene Dietzman (5) Harry Eckelman, trustee of the Eckelman & Scarbrough, Inc. Profit Sharing Trust; and i (6) Eckelman & Scarbrough, Inc. II'Ij A copy of the Cooperation Agreement, together with Exhibit A attached thereto, is attached to this Resolution. 2 . The Mayor is hereby authorized to execute the Cooperation Agreement and the City Clerk is authorized to attest its execution. I� SF2-23458.1 f I HEREBY CERTIFY that the foregoing resolution was duly and regularly adopted by the City Council of the City of Redding, Shasta County, California, at a regular meeting thereof, held on the 16th day of November, 1993 . AYES: Councilmembers Anderson Kehoe Moss and Arness NOES: Councilmembers None ABSENT: Councilmembers T1=r1 CONNIE STROHMAYER, City Clerk, City of Redding, Shasta County, California �I By �I SII I� SII 'I ;I '.i i �i 'I i 'I i SF2-23458.1 2 1 r COOPERATION AGREEMENT TIERRA OARS ASSESSMENT DISTRICT Recitals A. The parties to this agreement are the City of Redding, a California general law city (the "City") , Tierra Oaks, Ltd. , a California limited partnership (the "Developer") , Robert Leslie doing business as Leslie Construction, (the "Contractor") , and the following six parties: 1. Ron Monk and Beverly Monk, trustees of the Monk, Inc. Profit Sharing Trust; 2 . Ron Monk (individually) 3 . Beverly Monk (individually) 4 . Gene Dietzman 5. Harry Eckelman, trustee of the Eckelman & Scarbrough, Inc. Profit Sharing Trust; and 6. Eckelman & Scarbrough, Inc. , said six parties referred to collectively herein as the "Lenders" . B. The effective date of this agreement shall be the date of adoption of a resolution approving this agreement by the City Council of the City. C. The City has initiated special assessment proceedings pursuant to the Municipal Improvement Act of 1913 (hereafter referred to as the 111913 Act") for the purpose, among others, of financing the acquisition of certain public improvements within and adjacent to the development of the SF2-22986,2 • • • Developer, which development is commonly known as Tierra Oaks. The assessment proceedings are known as Tierra Oaks Assessment District. It is the intention of the City to accomplish acquisition of the subject public improvements through issuance and :sale of limited obligation improvement bonds of the City pursuant to the Improvement Bond Act of 1915 (hereafter referred to as the 111915 Act") , in accordance with and subject to the terms and conditions of this agreement. D. Developer has contracted with the Contractor for construction of the authorized public improvements, and the Contractor has arranged with the Lenders for construction financing, subject to the conditional assurances provided by this agreement respecting assignment of the bond proceeds otherwise payable to the Developer to acquire the authorized public improvements upon completion as provided herein. E. In consideration of the mutual commitments and obligations stated, and upon the conditions set forth, the parties hereto agree as follows: Agreement 1. The foregoing recitals are true and correct, and the parties expressly so acknowledge. 2 . The Developer shall provide its own construction contracting and contract administration to install the public improvements which are the subject of the 1913 Act proceedings, which improvements are described in Exhibit A attached hereto and by reference incorporated herein. Sn-22986.2 2 I 3 . In providing for the construction of said public improvements, the Developer shall be obligated to meet all requirements customarily imposed upon subdividers or developers in such circumstances by the City, Bella Vista Water District, 'I PG&E and any other public agency or utility entity having jurisdiction. 4 . Upon receipt of a written engineer's report prepared in compliance with section 10204 of the 1913 Act, the City agrees to proceed with all due diligence in conducting and completing the 1913 Act proceedings leading to issuance and sale of the limited obligation 1915 Act Bonds to accomplish acquisition of the subject public improvements upon completion; it being expressly understood that the City has no obligation to proceed with such acquisition until the improvements have been fully completed to the satisfaction of the City, as determined by the authorized inspector or other representative of the City, in the sole discretion of such inspector or other representative, such discretion not to be exercised arbitrarily or unreasonably. 5. The City agrees to use its best efforts to P a accomplish public offering and sale of the proposed limited P obligation 1915 Act bonds, and the City shall be entitled to receive at no cost from the Developer such appraisal reports, Developer financial information, and related information as the City and its financial advisor and bond counsel deem material in determining feasibility of the proposed limited obligation 1915 Act bond issue, in preparing an appropriate preliminary official statement to accompany distribution and sale of the proposed SF2-22986.2 3 limited obligation 1915 Act bonds and in establishing appropriate terms and conditions of the subject limited obligation 1915 Act bond issue. 6. The Developer, the Contractor, and the Lenders shall make arrangements among themselves for construction financing of the subject public improvements in accordance with such terms and conditions as may be acceptable to each of them; provided that the Developer and the Contractor hereby assign to the Lenders all entitlement to receive that portion of the proposed limited obligation 1915 Act bond sale proceeds which would otherwise be payable to the Developer as the acquisition price for the subject public improvements. The Lenders hereby expressly acknowledge that neither the City, the Developer, nor the 'Contractor offers any assurance that the amount of any net bond sale proceeds which will be available from the proposed limited obligation 1915 Act bond issue will be sufficient to pay in full the loan obligations of the Contractor to the Lenders. 7 . Developer, Contractor and Lenders expressly acknowledge that the acquisition price to be paid by the City to acquire the completed public improvements shall be the lesser of (1) the actual cost to the Developer in constructing the subject public improvements or (2) such portion of the actual cost as is deemed feasible by the City in the course of attempting to accomplish issuance and sale of the proposed limited obligation 1915 Act improvement bonds, it being expressly understood that the City will limit the principal amount of improvement bonds to one-third of the appraised fair market value of the property SF2-22986.2 4 assessed in the assessment district, as established by an appraisal report satisfactory to the City and to the City's financial advisor. Actual cost shall be determined on the basis of paid invoices, canceled checks and the like to be furnished to the Director of Public Works of the City, as the Engineer of Work in the subject assessment proceedings, it being understood that the Engineer's Report to be filed in the subject 1913 Act proceedings will be based upon such actual cost analysis. 8. Delivery of the improvement bonds by the City to the original purchaser thereof and payment to the Lenders of the acquisition price for the completed public improvements shall be conditioned upon prior satisfaction of the following conditions: a. The City shall receive from a title company acceptable to the City and the Lenders and at the expense of the Developer a standard CLTA policy of title insurance respecting all of the property which will be subject to assessment lien in the subject special assessment proceedings, and establishing that the subject property is free and clear of any form of mechanics' lien or claim respecting the work and improvements which are being acquired by the City with the bond sale proceeds, it being expressly understood that by this means the City wants this form of assurance that the subject special assessment lien shall apply to the property without any threat of being later deemed by a court of competent jurisdiction to be subordinate to a mechanics' lien claim stemming from the subject public improvement work. Said policy of title insurance shall name the City as an insured. SF2-22986.2 5 • - b. All property taxes and all other amounts collected on the general property tax roll shall be paid current and in full (five-year installment payment plans shall not constitute compliance with this condition) . C. The final map respecting the Tierra Oaks development shall have been recorded. IN WITNESS WHEREOF, the parties hereto have executed this agreement effective on the effective date established in accordance with recital paragraph (B. ) above. City City of Redding, a California general law city By Mayor Attest: By City Clerk SF2-22986.2 6 it Developer Tierra Oaks, Ltd. , a California limited partnership By Alan T. Hill General Partner Contractor Robert Leslie, an individual doing business as Leslie Construction By Terry E. Smith Title SF2-22986.2 7 •i 'I Lenders 1. Ron Monk and Beverly Monk, as trustees of the Monk, Inc. Profit Sharing Trust By Ron Monk, Trustee Beverly Monk, Trustee 2 . Ron Monk 3 . Beverly Monk 4 . Gene Dietzman 5. Harry Eckelman, as trustee of the Eckelman & Scarbrough, Inc. Profit Sharing Trust Harry Eckelman, trustee SF2-22986.2 8 6. Eckelman & Scarbrough, Inc. , a California corporation By Harry Eckelman (Title) By (Name) (Title) SF2-22986.2 9