Riverside Co/Tax Increment Payments - Proj Area 1 93REPLACEMENT COOPERATION AGREEMENT
BETWEEN THE COUNTY OF RIVERSIDE
THE CITY OF LA QUINTA AND
THE LA QUINTA REDEVELOPMENT AGENCY
THIS REPLACEMENT COOPERATION AGREEMENT ("Agreement") is made
and entered into as of this & day of December, 1993, by and
between the City of La Quinta ("City"), the La Quinta Redevelopment
Agency ("Agency") (collectively "La Quinta"), and the County of
Riverside ("County").
WHEREAS, in 1983 La Quinta began the redevelopment of certain
areas of the City and 1,206 acres of adjacent unincorporated
territory as described in the "Redevelopment Plan for the La Quinta
Redevelopment Project," of the Agency; and
WHEREAS, pursuant to Riverside County Ordinance No. 605 and
the companion agreement, the County and La Quinta entered into an
agreement to alleviate any financial burden or detriment imposed
upon the County as a result of this redevelopment project and the
tax increment financing as proposed therein; and
WHEREAS, Section 33401 of the Health and Safety Code
authorizes the Agency to pay an affected taxing entity with
territory within a redevelopment project area that amount of money
which the Agency determines is appropriate to alleviate the
financial burden or detriment caused to such entity by a plan
adoption or a plan amendment; and
WHEREAS, La Quinta has found and determined that it would be
appropriate to alleviate any financial burden or detriment which
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may be imposed upon the County as a result of the redevelopment
process and the tax increment financing included in said
redevelopment project; and
WHEREAS, on or about November 29, 1983, the Cooperation
Agreement was entered into by the County and La Quinta. The
Cooperation Agreement is a "pass through agreement," pursuant to
Section 33401 of the Health and Safety Code. The Cooperation
Agreement was designed to alleviate any fiscal detriment to the
County as a result of the Agency's use of tax increment financing;
and
WHEREAS, as of the date of the execution of this Agreement, no
payments have been made by the Agency to the County pursuant to the
Cooperation Agreement; and
WHEREAS, on May 27, 1993, the Auditor -Controller filed a
Complaint in Interpleader alleging that he was in possession of the
Withheld Tax Increment, that the County and La Quinta had made
conflicting demands on him for the Withheld Tax Increment and that
he was unable to determine the validity of the conflicting demands.
The Complaint in Interpleader sought to compel the County and
La Quinta to interplead and litigate their respective claims to the
Withheld Tax Increment; and
WHEREAS, the parties to this Agreement believe it would be in
their respective best interests to enter into this Agreement on the
terms and conditions set forth herein; and thereby to resolve and
settle, once and for all times, all past, present and future
controversies, claims, causes of action, purported causes of
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action, differences or disputes, both real and potential, relating
to the Project Area and the Cooperation Agreement.
NOW, THEREFORE, in consideration of the above recitals and the
covenants hereinafter contained, and for good and valuable
consideration, the sufficiency and receipt of which is hereby
acknowledged, the parties hereto agree as follows:
Section 1. Definitions.
As used in this Agreement, including the preceding Recitals,
the terms identified below shall have the following meanings:
(a) "Amount Owed" shall mean the total sum, as agreed upon
herein by the parties to this Agreement, owed by the Agency to the
County (including the Riverside County Free Library District and
the Riverside County Structural Fire District) pursuant to the
Cooperation Agreement, as that term is defined herein.
(b) "Base Year Valuation" shall mean the valuation of the
real property within the Project Area, as that term is defined
herein, as shown on the assessment roll for the Fiscal Year in
which the Redevelopment Plan for the La Quinta Redevelopment
Project was originally adopted (and, as to any geographic areas
added by amendment, the Fiscal Year in which said amendments adding
said areas were adopted).
(c) "Bonded Indebtedness" shall mean the debt owed to holders
of instruments resulting from public debt offerings, including, but
not limited to, notes, bonds, loans, and certificates of
participation (whether funded refunded, assumed, or otherwise),
incurred in connection with the Project Area, regardless of when
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incurred, funded, refunded or assumed, including, but not limited
to, the following bond issuances:
(1) La Quinta Redevelopment Project Tax Allocation
Bonds, series 1991, in the amount of Eight Million
Seven Hundred Thousand dollars ($8,700,000.00);
(2) Local Agency Revenue Bonds, series 1991, in the
amount of Eight Million Five Hundred Fifteen
Thousand dollars ($8,515,000.00);
(3) La Quinta Redevelopment Project Tax Allocation
Refunding Bonds, Series 1990, in the amount of
Nineteen Million Six Hundred Ninety Five Thousand
dollars ($19,695,000.00);
(4) La Quinta Redevelopment Project Tax Allocation
Bonds, series 1989, in the amount of Eight Million
dollars ($8,000,000.00);
(5) Any future bonds issued in connection with the
Project Area, including, but not limited to bonds
issued for the purpose of prepaying the outstanding
balance of the Amount Owed; and
(6) Any refunding or refinancing of any of the bond
issuances listed above.
(d) "Cooperation Agreement" shall mean the "Cooperation
Agreement between the County of Riverside, the City of La Quinta
and the La Quinta Redevelopment Agency" entered into by the County
and La Quinta on or about November 29, 1983.
(e) "County" shall mean the County of Riverside, a political
subdivision of the State of California, and shall include Riverside
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County Free Library and Riverside County Structural Fire, which are
County governed districts.
(f) "Effective Date" shall mean the first date on which all
of the conditions set forth in Section 13, below, have been met.
(g) "Fiscal Year" shall mean the period from July 1 to and
including the following June 30.
(h) "Litigation" shall mean that action entitled Anthony J.
Bellanca as the Elected Auditor -Controller of the County of
Riverside v. County of Riverside, et al, San Bernardino Superior
Court Case No. SCV 05777, including the County's Cross -Complaint
filed therein, and all claims and causes of action arising under
and related to the Cooperation Agreement.
(i) "Payment Amount" shall mean the amount specified in the
payment schedule set forth at Section 6, below, as the payment to
be made by the Agency to the County for a given Fiscal Year.
(j) "Plan" shall mean the "Redevelopment Plan for the La
Quinta Redevelopment Project," including all amendments thereto.
(k) "Plan Expiration Date" shall mean the date on which the
Plan expires, pursuant to its terms, including any amendments which
may be made thereto.
(1) "Prior Pass Through Indebtedness" shall mean obligations
of the Agency pursuant to the following "pass through" agreements
entered into pursuant to Section 33401 of the Health and Safety
Code:
(1) Agreement for Cooperation Between the Desert Sands
Unified School District and the City of La Quinta
and La Quinta Redevelopment Agency;
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(2) Agreement for Cooperation between the City of La
Quinta, La Quinta Redevelopment Agency and the
Coachella Valley Water District;
(3) Agreement for Cooperation Between the Coachella
Valley Unified School District; and
(4) Settlement and General Release and Cooperative
Agreement (between the Coachella Valley Mosquito
Abatement District, and the Redevelopment Agency of
the City of La Quinta, and the City of La Quinta).
(m) "Project Area" shall mean the geographic area identified
as the redevelopment area of the La Quinta Redevelopment Project in
the Plan ( Project Area 1) .
(n) "Repayment Period" shall mean Fiscal Year 1994-95 through
Fiscal Year 2005-06, as set forth in the Payment Schedule contained
in Section 6 of this Agreement.
(o) "Set Aside Amounts" shall mean the portion of tax
revenues required to be expended or set aside by the Agency
pursuant to Health and Safety Code Section 33334.2 or any successor
statute, and/or any other payments, repayments, or transfers
required by State law to be made from the Agency's tax increment
revenue funds.
(p) "Tax Increment" shall mean that portion of property taxes
resulting from the increase in assessed valuation in the Project
Area over the base year assessed valuations in the Project Area, as
defined in Section 33670 of the Health and Safety Code. "Tax
Increment" shall refer to those taxes raised as a result of the to
levy allowed under Article XIIIA of the Constitution of the State
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of California. "Tax Increment," as referred to in this Agreement,
shall not include those taxes levied in excess of the 1% general
levy.
(q) "Withheld Tax Increment" shall mean the Five Million Nine
Hundred Thirty -Eight Thousand Three Hundred Ninety -Four Dollars
($5,938,394.00) in Tax Increment for the 1992-93 Fiscal Year which
was withheld from the Agency by the Auditor -Controller, plus all
interest actually earned thereon commencing from the date it was
withheld until the date the payment to the Agency required by
Section 4 of this Agreement is made.
Section 2. 100% Pass Through.
In addition to that portion of the taxes levied upon taxable
property within the Project Area to which the County is entitled
pursuant to Section 33670(a) of the Health and Safety Code,
beginning with Fiscal Year 1993-94, and for each Fiscal Year
thereafter until the Plan Expiration Date, the County shall also be
entitled to all of that portion of the Tax Increment attributable
to the County's Share of Tax Increment levied on real property
located within the Project Area for each such Fiscal Year. As used
herein, the County's Share of Tax Increment is that portion of the
Tax Increment levied on real property located within the Project
Area for each Fiscal Year which would be paid to the County in the
absence of the Plan, as determined by the Auditor -Controller in
accordance with the applicable California Codes, and is hereinafter
referred to as the 11100% Pass Through".
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Section 3. Amount Owed.
The parties to this Agreement agree that the Amount Owed is
Twelve Million Seven Hundred Thousand Dollars ($12,700,000.00),
inclusive of any and all interest except as provided in Sections 5
and 6. This amount represents a compromise between the claims of
the County and those of La Quinta.
Section 4. Payment to Agency.
Within Ten (10) days of the Effective Date of this Agreement,
the County, through the Auditor -Controller, shall pay to the Agency
the total Withheld Tax Increment minus the amount of Two Million
Seven Hundred Thousand Dollars ($2,700,000.00). Said Two Million
Seven Hundred Thousand Dollars ($2,700,000.00) shall be paid to the
County and shall be applied to and shall reduce the outstanding
balance of the Amount Owed to Ten Million Dollars ($10,000,000.00)
Section S. Interest Rate.
The outstanding balance of the Amount Owed remaining after the
payment referred to in Section 4, above, shall accrue interest at
the fixed annual rate of Five and One Half Percent (5.50-.), as set
forth in the Payment Schedule contained in Section 6 of this
Agreement. Any amounts subordinated pursuant to the terms of this
Agreement shall also accrue interest at the fixed rate of Five and
One Half Percent (5.5%) annually from the date of the payment in
which the subordinated amounts are paid to the Agency pursuant to
Sections 7 and 8 of this Agreement.
Section 6. Repayment of Debt.
The repayment of the remaining Ten Million Dollars
($10,000,000.00) of the Amount Owed shall be amortized over a
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twelve (12) year period as set forth in the Repayment Schedule
contained in this Section. Subject to the provisions of Sections
7, 8, 9, 17, and 18 of this Agreement, the Payment Amount for each
Fiscal Year shall be payable at the end of each such Fiscal Year,
unless the Auditor -Controller directly deducts payments pursuant to
Section 7 of this Agreement.
Subject to modification pursuant to Sections 7, 8, 9, 17, and
18 of this Agreement, the Agency shall pay the remaining balance of
the Amount Owed to the County pursuant to the following graduated
payment schedule ("Payment Schedule"):
PAYMENT SCHEDULE
Fiscal Principal Interest Unpaid Payment Ending
Year to be Paid to be Interest Amount Balance
Paid Added to
Principal
1994-95
0
386,764
163,236
386,764
10,163,236
1995-96
0
386,764
172,214
386,764
10,335,450
1996-97
0
386,764
181,686
3869764
10,517,136
1997-98
195,086
578,442
0
773,528
10,322,050
1998-99
205,815
567,713
0
773,528
10,116,235
1999-00
217,135
556,393
0
773,528
9,899,100
2000-01
1,259,255
544,450
0
1,803,705
8,639,845
2001-02
1,328,514
475,191
0
19803,705
7,311,332
2002-03
1,401,582
402,123
0
1,803,705
5,909,750
2003-04
1,865,437
325,036
0
2,1909473
4,044,313
2004-05
1,968,036
222,437
0
2,190,473
2,076,278
2005-06
2,076,278
114,195
0
21)190,473
0
The parties to this Agreement hereby acknowledge and agree
that the above Payment Schedule assumes annual payments made at the
end of each Fiscal Year during the Repayment Period.
If the Auditor -Controller directly deducts payments in one or
more Fiscal Years, pursuant to Section 7 of this Agreement, the
Agency's final payment shall be reduced to reflect the interest
savings due to the actual dates of principal payment. In no event
shall this Agreement be construed to require the Agency to pay more
than Five and One Half Percent (5.50) interest during the Repayment
Period on the remaining balance of the Amount Owed as reduced by
principal payments.
Section 7. Direct Deduction of Payment Amounts and Pass
Through.
(a) Current Practices.
The parties hereby acknowledge and agree that under current
practice (with the exception of the Withheld Tax Increment), the
Auditor -Controller distributes to the Agency the Tax Increment
allocated to the Agency in two installments per Fiscal Year (in
January and May), which installments are based on the Locally
Assessed Roll and the State Board of Equalization Roll, plus
occasional supplemental payments which are distributed throughout
the Fiscal Year. The parties also acknowledge and agree that under
current practice, the Auditor -Controller produces and provides to
the Agency, in or about August of each year, a report entitled
"Increment of Assessed Value" which indicates, among other things,
the net assessed value of the property within the Project Area, as
shown on the Locally Assessed Roll, and states the portion of that
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value which is comprised of Tax Increment and the portion which
constitutes the adjusted Base Year Valuation. The referenced
report does not include information relating to that portion of the
Tax Increment derived from the State Board of Equalization Roll.
(Tax Increment as used in this Agreement is derived from both the
Local Assessed Roll and the State Board of Equalization Roll.)
(b) Direct Deduction from Tax Increment Installment.
For the sake of convenience, the parties to this Agreement
acknowledge and agree that the following constitute written
instruction from the Agency to the Auditor -Controller, requesting
that the Auditor -Controller modify the method of distribution of
the Tax Increment so as to implement the agreement between the
County and La Quinta as set forth in this Agreement. The Auditor -
Controller, unless he or she receives a Notice of Subordination as
referred to in Section 8(g), below, shall be instructed to deduct
and pay directly to the County from each of the two installments of
Tax Increment allocated and paid to the Agency from the Project
Area for that Fiscal Year, the following amounts:
(1) beginning in Fiscal Year 1993-94, one-half of the
1000-o Pass Through as defined in Section 2 above; and
(2) beginning in Fiscal Year 1994-95, one-half of the
Payment Amount for that Fiscal Year as indicated in the Payment
Schedule set forth in Section 6 above.
If, in any Fiscal Year, the number of installments in which
the Tax Increment is paid to the Agency is more or less than two
(2), the portion of the Payment Amount and the 1000-o Pass Through
for that Fiscal Year which the Auditor -Controller may deduct from
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each installment shall be adjusted accordingly. In no event shall
the Auditor -Controller, pursuant to this Agreement, deduct in one
Fiscal Year, for payment to the County, more than 1000-. of the total
of the following sums: (1) Payment Amount for that Fiscal Year; (2)
the 100% Pass Through for that Fiscal Year; and (3) any amount
previously subordinated pursuant to Section 8 of this Agreement if
the Agency has given its express written consent to the deduction
of said previously subordinated amount.
After each deduction by the Auditor -Controller pursuant to
this Section, and the deduction authorized by the Agreement for
Cooperation between the City of La Quinta, La Quinta Redevelopment
Agency and the Coachella Valley Water District, the remaining Tax
Increment ("Remaining Tax Increment"), shall be paid directly to
the Agency in accordance with Health and Safety Code Sections
33670(b) and 33675(d). Supplemental payments of Tax Increment, if
any, shall be paid directly to the Agency without deductions being
made therefrom for the Payment Amount.
The County and La Quinta hereby agree that the terms of this
Agreement regarding distribution of taxes constitute written
direction to the Auditor -Controller for the life of the Plan.
Section 8. Subordination.
(a) The obligation of the Agency for all payments to be made
to the County pursuant to this Agreement and the direct deduction
of the payments authorized by Section 7(b)(1) and (2) of this
Agreement are expressly junior and subordinate to the Agency's
payments for Bonded Indebtedness. Nothing in this Agreement shall
be construed to impair the Agency's ability to repay its Bonded
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Indebtedness. Additionally, the Agency's obligation to pay the
Amount Owed pursuant to Section 6 of this Agreement and the direct
deductions of the Payment Amounts authorized by Section 7(b)(2) of
this Agreement are expressly junior and subordinate to the Agency's
payments required by the Prior Pass Through Indebtedness and to the
Set Aside Amounts.
(b) If, during any Fiscal Year, the Agency is unable to pay
the full amount due and owing to the County for that Fiscal Year
pursuant to this Agreement, the deficit shall be paid by the Agency
to the County out of the next available Tax Increment funds not
needed to pay Bonded Indebtedness, the Set Aside Amounts, or the
Prior Pass Through Indebtedness, and in no event later than the
Plan Expiration Date. As to any amounts subordinated, the Agency
shall provide an annual statement with its Statement of
Indebtedness setting forth any amount subordinated, and the
interest thereon, determined pursuant to Section 5 of this
Agreement.
(c) The Agency agrees to size any new bond issuances for the
Project Area (excluding refunding of existing bonds) in such a way
that sufficient funds are projected to be available to satisfy its
obligations to the County pursuant to this Agreement without
subordination.
(d) Nothing in this Agreement shall be construed to give the
County the right to approve Agency Bonded Indebtedness or to
require the Agency to retire existing Bonded Indebtedness at any
specific time.
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(e) Notwithstanding any other provision of this Agreement, no
payment shall be made by the Agency or deducted in any Fiscal Year
pursuant to this Agreement if such payment or deduction would
impair the Agency's ability to make payments for Bonded
Indebtedness.
(f) Notwithstanding any other provisions of this Agreement,
the Agency's obligation to pay the Amount Owed pursuant to Section
6 of this Agreement and the direct deductions of the Payment Amount
authorized by Section 7(b)(2) of this Agreement are expressly
junior and subordinate to the Agency's debt incurred for the
purpose of prepaying the outstanding balance of the Amount Owed.
With the written consent of the County, the Agency's obligation to
pay the County the 1000s. Pass Through may also be subordinated to
debt incurred for the purpose of prepaying the outstanding balance
of the Amount Owed.
(g) If, based on the Auditor -Controller's Increment of
Assessed District Value report for a particular Fiscal Year and the
Agency's best estimate of the Tax Increment anticipated from the
State Board of Equalization Roll, and taking into account the
available uncommitted funds on hand, the Agency determines that
direct deduction by the Auditor -Controller of the amounts specified
in Section 7(b)(1) and (2) above will leave the Agency with
insufficient funds to meet the requirements of the Bonded
Indebtedness, to provide for all required Set Aside Amounts, and
all requirements of the Prior Pass Through Indebtedness, the Agency
shall transmit to the Auditor -Controller, along with its Statement
of Indebtedness as required by Section 33675 of the Health and
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Safety Code, a "Notice of Subordination," substantially similar in
form to the form attached hereto as Exhibit "A." The Notice of
Subordination shall state the following information: (1) the
Remaining Tax Increment to be paid to Agency, as estimated by the
Agency based on the information contained in the Increment of
Assessed District Value report; (2) the requirements of the Bonded
Indebtedness; (3) all required Set Aside Amounts; (4) the
requirements of the Prior Pass Through Indebtedness; (5) the Dates
on which payments on items (2), (3), and (4), above, are due; and
(6) the "Total Amount to be Subordinated."
Upon receipt of the Notice of Subordination, the Auditor -
Controller in accordance with Section 8 of this Agreement, shall
reduce the amount to be directly deducted from the Tax Increment
pursuant to Section 7(b)(1) and (2), above, by the appropriate
Total Amount to be Subordinated, as indicated on the Notice of
Subordination. The Total Amount to be Subordinated shall then be
paid to the Agency along with the Remaining Tax Increment pursuant
to Section 7 (b) .
If the total of the amounts specified in Section 7(b)(1) and
(2) exceeds the Total Amount to be Subordinated, the Auditor
Controller may deduct the Total Amount to be Subordinated and pay
the difference directly to the County. The Total Amount to be
Subordinated shall not exceed the amount specified in Section
7 (b) (1) and (2) .
For each Fiscal Year of the life of the Plan, the Auditor -
Controller shall provide the Agency with an Increment of Assessed
District Value report for the Project Area, or provide the Agency
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with equivalent information, no later than September 1 of each such
Fiscal Year.
Section 9. Prepayment.
The Agency, at its sole discretion, may elect to pay any or
all of the Payment Amounts early. All such prepaid amounts shall
be credited to the outstanding principal of the Amount Owed. There
shall be no penalty for the early payment of any portion of the
Amount Owed. In the event the Agency elects to prepay a portion of
the Amount Owed, the prepaid amounts shall be credited to the
outstanding principal to be paid in the final year of the Repayment
Period which has not previously been prepaid.
As a result of each such prepayment of principal, the interest
to be paid as part of payments made subsequent to such prepayment
shall be reduced to reflect the decrease in the outstanding
principal amounts owed. In no event shall the Payment Amount for
any Fiscal Year be revised upwards from the amount indicated for
that Fiscal Year in the Payment Schedule set forth in Section 6.
Section 10. Cooperation By County.
It is understood by the parties to this Agreement that the
Agency currently proposes to amend the Plan to, inter alia, (a)
raise to One Hundred Million Dollars ($100,000,000.00) the amount
of Bonded Indebtedness which the Agency may undertake for the
Project Area; and/or (b) increase to Nine Hundred Million Dollars
($900,000,000.00) the cumulative total of tax increment revenues
which may be allocated to the Agency from the Project Area
(collectively, the "Proposed Amendment"). As a condition of this
Agreement, including the 100% Pass Through to the County for the
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life of the Plan, the County agrees not to object in any way,
directly or indirectly, to any amendments of the Plan which do not
increase the geographic area encompassed by the Project Area, such
as the Proposed Amendment.
Section 11. Non -liability of City Officers and Employees.
No officer, official, employee, agent, representative, or
volunteer of La Quinta shall be personally liable to the County or
the Auditor -Controller, or any successor in interest, in the event
of any default or breach by the Agency, or for any amount which may
become due to the County, or for breach of any obligation of the
terms of this Agreement; provided, however, that nothing in this
Section shall prevent the County from seeking appropriate legal
remedies against the City or Agency for any breach by them or by
their officers, employees, or agents of the terms of this
Agreement.
Section 12. Cooperation Agreement Superseded.
This Agreement is intended by the parties to terminate,
supersede, and replace the Cooperation Agreement, and this
Agreement, together with the Settlement Agreement and Release
between the parties, supersede, terminate, and replace any and all
previous negotiations and agreements between the parties, whether
oral or written, concerning the Litigation and redevelopment issues
in the Project Area.
Section 13. Conditions to Effectiveness.
This Agreement, even if signed, shall not be effective unless
and until all of the following actions are taken:
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(a) approval and execution of this Agreement and the
Settlement Agreement and Release by the Board of the Agency on
behalf of the Agency, the City Council on behalf of the City and
the County's Board of Supervisors on behalf of the County, the Fire
District and the Library District; and
(b) approval and execution of the Settlement Agreement and
Release by the Auditor -Controller.
Section 14. Condition Subsequent.
This Agreement shall cease to be effective and shall
thereafter be null and void if the Litigation is not dismissed with
prejudice within seventy (70) days of the Effective Date, as
required by the Settlement Agreement and Release between the
parties executed concurrently herewith. If the Litigation is not
dismissed within that time period, this Agreement shall not be used
for any purpose.
Section 15. Advice of Counsel; Interpretation.
The undersigned, and each of them, declare and represent that
in effecting this Agreement, each has received full legal advice as
to his/her/its respective legal rights and each hereby certifies
that he/she/it has read all of this Agreement and fully understands
the same. This Agreement has been fully negotiated by all the
parties hereto and shall be construed as if drafted by all parties.
Section 16. Fees and Costs Previously Incurred.
Each party shall be responsible for his/its own costs and fees
previously incurred in connection with the above -referenced
Litigation and disagreements, including attorneys' fees, expert
fees and all other litigation costs.
EN:
Section 17. Amendment.
This Agreement may be amended at any time by an instrument in
writing with the consent of the parties to this Agreement.
Section 18. Modification and Termination.
If after this Agreement is executed, the State of California
or the Federal Government enacts laws or policies in conflict with
all or any portion of this Agreement, La Quinta and the County may
mutually agree to excuse performance of all or any portion of this
Agreement by La Quinta or the County.
Section 19. Severability.
In the event any section or portion of this Agreement shall be
held, found, or determined to be void, unenforceable or invalid for
any reason whatsoever, the remaining provisions shall remain in
effect if to do so would not deprive any party to this Agreement of
the benefit of the Agreement. The parties hereto shall take
further actions as may be reasonably necessary and available to
them to effectuate the intent of the parties as to all provisions
set forth in this Agreement.
Section 20. Default.
Except to the extent required by law or otherwise permitted by
this Agreement, failure or delay by any party to perform any
obligation imposed by this Agreement constitutes a default under
this Agreement. Prior to a failure or delay being deemed a default
hereunder or the period to cure, correct, or remedy being deemed to
have commenced, the nondefaulting party shall serve the defaulting
party with notice of default. Upon receipt of notice of default,
the party who so fails or delays to perform must immediately
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commence to cure, correct, or remedy such failure or delay, and
shall complete such cure, correction, or remedy within thirty (30)
days. For such defaults or delays that cannot be cured, corrected,
or remedied within thirty (30) days, the defaulting or delaying
party shall commence to cure, correct, or remedy the failure or
delay within thirty (30) days and shall diligently prosecute such
cure, correction, or remedy to completion within a reasonable
period of time after commencement. If the failure or delay is not
cured, corrected, or remedied within the required period of time,
the defaulting party shall be liable for any damages caused by such
default and the non -defaulting party may thereafter commence an
action for damages with respect to such default or for specific
performance of this Agreement.
Section 21. Notices.
All notices required by this Agreement or by law shall be in
writing and delivered by personal delivery, by United States mail,
prepaid, certified, return receipt requested, or by a reputable
document delivery service that provides a receipt showing date and
time of delivery. Notices personally delivered or delivered by
document delivery shall be effective upon receipt. Notices sent by
United States mail shall be effective on the second business day
following deposit.
Notices shall be addressed to:
If to the Agency La Quinta Redevelopment Agency
or the City: 78485 Calle Tampico
P.O. Box 1504
La Quinta CA 92253
Attn: Executive Director
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If to the County of Riverside
County: 4080 Lemon Street,
Riverside CA 92501
Attn: Chief Administrative
Officer
If to the Auditor -
Controller:
Section 22. Counterparts.
Riverside County Auditor -
Controller
P.O. Box 1326
Riverside CA 92501-1326
This Agreement may be executed in one or more counterparts,
each of which shall be deemed to be an original instrument.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the dates set forth next to their respective
signatures below.
Dated: Decemberjj, 1993
ATTEST:
Ger A. M ey, lerk of
th oard of Supervisors
APPROVED AS TO FORM:
RIVERSIDE COUNTY COUNSEL
LEE A. VINOCOUR, DEPUTY
COUNTY COUNSEL
By
Lee A. Vinocour
Attorneys for County of Riverside
Dated: December,,P- 3
COUNTY OF RIVERSIDE
RIVERSIDE COUNTY FREE LIBRARY
RIVERSIDE COUNTY STRUCTURAL
FIRE
By lam_
Patricia Larson,
Chairperson, Board of
Supervisors
CITY OF L Q NTA
By
Jo ena Mayor
21
i
Dated: December al, 1993
.TEST:
Robert L. Hunt, Executive
Director
APPROVED AS TO FORM:
RUTAN & TUCKER
M. KATHERIINNE JENSON
By C
4 k
M. K therine Jenson
LA QUINTA REDEVELOPMENT AGENCY
CITY OF LA QUI A
By
John a, hairperson
Attorneys for City of La Quinta
and La Quinta Redevelopment Agency
22
NOTICE OF SUBORDINATION
TO: RIVERSIDE COUNTY AUDITOR -CONTROLLER
FROM: LA QUINTA REDEVELOPMENT AGENCY
DATE:
1. Estimated Remaining Tax Increment
to be paid to the Agency:
2. Total current Bonded Indebtedness
requirements:
(Section 7 (b) (1) and (2) )
3. Total current Prior Pass Through
Indebtedness requirements:
(Section 7 (b) (2) only)
4. All current required Set Aside
Amounts:
(Section 7 (b) (2) only)
5. Agency's total current
Requirements:
(Total of lines two, three and
four, minus uncommitted available
funds on hand)
6. Dates on which payments are due:
7. Total Amount to be Subordinated:
(Line five minus line one)
By
Executive Director,
La Quinta Redevelopment
Agency
2
V S
OF TNti9
TO: Tom Genovese, City Manager
June Greek, City Clerk
FROM: John Falconer, Finance Director
DATE: September 17, 2001
SUBJECT: Indenture Agreement
Attached please find the documents pertaining to repayment of the County
loan pursuant to 3.3(b) of the Indenture Agreement.
If you have any questions, please feel free to give me a call.
JMF:vIo
Attachements
Sep-14-01 01.31pm From-RUTM I TUCKER LLP D
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CERTIFICATE OF BOND COUNSEL
[Pursuant to 3Y3(b) of Indenture Agreement]
To: Grace Yang
US Bank Trast
550 S. Hope Street
Suite 500
Los Angeles, CA 90071
(213) 533.8713
Re: "$48,000,000 La Quinta Redevelopment Agency, La Quints Redeveloprr_eal Project
Area #1, Tax Allocation Bonds, Series 2001" — Certificate of Bond Counsel Pursuant to Section
3.3(b) of Indenture Agreemment
We have been directed by our Clients to request that you immediately transfer and pay
from the County of Riverside Payment Account the amount of $8,612,582.88 to the County of
Riverside. You are hereby directed and authorized to in=cdiately wire the funds as follows:
Bank of America
Riverside Main 628
ABA 121000358
Acct 0628-28-0100
Credit County of Riverside Treasurer
Dated: September 14, 2001
i I wit)l ib)0-0I153
21930UI *N114IJ1
RUTAN & TUCKER, LLP
MI KATEfERINE JENSON
/.YK,A H INE JE N
City Attorney ano B d
Counsel for the City of La
Quinta and the Lt Quinta
Redevelopment Agency
Sep-14-01 01:31pm From-RUTAN & TUCKER !lP D
+7145460036 T-712 P-01/03 F-121
RUTAN &TUCKER LLP
Attorneys at Law
611 Autou Boulevard, 14tb Floor
Casts Mesa California 92626-1998
Mailing Address: Post Office Box 1950, Costa Mesa, California 92628-1950
Telephone:114.641.5100 Facsimile 714.546.9035
FACSIMILE TRANSMISSION
DATE: SEPTEMBER 143 2001
Try• Hard Conv to Follow via Mail_ NO
NA`e
FAx No.
PHONE No.
Jobu Falconer, Finance Manager
(760) 777-7105
(760) 777-7054
City of LA Quints
FROM: NL Katherine Jenson -119
RE-: Certificate of Bond Couasel
CLIENT/MAITER No., 015610-M3 t I
NUMBER OF PAGES, INCLUDNG CovER: 3
--
MESSAGE:
TKE INFORMATION CONTAINW3 IN 'PHIS FACSIMILE- MESSAGE IS aAi1'EN13&I3 FOR THE USE OF THE INDIVIDUAL OR IENT11Y TO
WHICH IT IS AL)FjF SSf0, AND MAY CONTAIN IhFURMa t10N THAT IS PRIVILEGED AND CONFIDENTIAL IF THE RFADER OF THIS
MESSACE IS NOT THE INTFNPEO RECIPIENT OR AGENT RESPONSIBLE TO IDELIVER THE MESSAGE TO THE INTENDED RECWIErT.
YUL AM HEKESY NOTIFIED THAT ANY DISSkMINATION, DISTRIBUTION Olt COPYING OF THIS COMMUNICATION IS STRICTLY
PROHIBITED IF YOU HAVE RECEIVED THIS COMMUNICATION IN ERROR; PLEASE NOTIFY uS IMMEMATEtY BY TELEPHONE
AND RMAN THE ORIGINAL MESSACE TO US AT Thli ABOvr- ADDRESS VIA THE U S POSTAL SFRVICl THANK YOU.
if thac 4c problrnns reeaiwn& this F"'1wariaa1 p)-cum call 714 641 5100, EM 1233
110/01 S4IU-W53
1802 V 101 804/2 si0 4
Sep-14-01 01:32pm From-RUTAN 8 TUCKER 1LP D +7145469035
T-712 P.03/03 F-121
Confirmation Repo r t--Meemo r v Sand
Time :Sep-l4-01 11:28am
Tel line 1 t7145469035
Tel line 2 : t
game RUTM f TUCKER LLP D
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Date
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4oa number ' 110
110
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li•ss4/ •06/=1oo,
P.O. Box 1504
78-495 CALLE TAMPICO
LA QUINTA, CALIFORNIA 92253
September 14, 2001
M. Katherine Jenson, City Attorney
Rutan & Tucker, LLP
611 Anton Boulevard, 14th Floor
Costa Mesa, CA 92626
Re: La Quinta 2001 Redevelopment Bond
Dear Kathy:
(760) 7 7 7 - 7 0 0 0
FAX (760) 777-7101
This letter directs you to issue the Certificate of Bond Counsel pursuant to Section 3.3 (b)
of the Indenture Agreement. The certificate should have the following payment and wire
information:
Bank of America
Riverside Main 628
ABA 121000358
Acct 0628-28-0100
Credit County of Riverside Treasurer
Amount: $8,612,582.88
Very truly yours,
CI Y OF LA QUINTA
! .r
John Falconer, Finance Director
119
:v,
ztr-i4-tii r.Ki Hi`l r�xEuui ivy, uFFiCE
09l14/2001 06;5e 760-777-7105
FAX NG. 009 056 1105 P. 01
LW r L INWM V-01-
p.0- Box 1504
78-495 CALLE 'rATAPlco
LA QUINTA,. CALiSOANIA 92255
Sent 'Via 909-955-1105
September 14, 2001
Ms. Rhonda Ding
De
puty County Executive Officer
County of Riverside
4080 Lennon Street 12th Floor
Riverside, CA 92501
Q#Mrk. A
"W
(9(50) 77 7.7 000
FAX (760) 777-7101
Agreement No, 1
Re. p apaymelat and Satisfaction of County of Riverside Pass Through the Yee Riverside,
Pursuant to the Replacement Cooperation Agreement Between
the City of La Quinta awd -the La Quinta Redevelopment Agency
Dear Ms. King:
This purpose of this letter is to document our discussions yesterday regarding he
cuinta
xetiteMont of the outstanding debt between the County of Riverside made
Redevelopment Agency in Project Area NO. 1., 'This retirement of the debt is being
Pursuant to the early payoff provision in Section 9 the above -referenced Replacement
Cooperation A greetnent.
We have agreed that the payment amount will be $8,612,582,88 if paid on September 14,
200t with an additional daily amount of S1,301.99 due if paid after the 10. It is my
understanding that this calculation has been agreed to by the County Director of Finn ,
Mr. Ed Corset. 1 can represent that the amount has beets agreed to by o�� Thomas
.of La
Genovese, the Executive Director of the Agency and the City Manage
Quints.
I have attached the spreadsheet used to calculate the outstanding balance due through
September 14, 2001, which demonstrates that the $99612,582.88 is correct.
This will confirm that the County of Riverside has agreed to accept this amount
as full
and complete payment of the "Amounts Owed"and "PaymentAmountsu=t Reed," cent
including all remaining principal and interest obligations, p
Cooperation Agreement.
��9
t :� : 10 ::3' H1 EXEGU I' 1 VE dF 1 GE FAX NO, 909 955 1105
09/14/2001 66:50 760-777-7105 L''+ r `•,~,
F. 0?
In order for the ;funds to be wired+ we need to have the County's written concurrence with
e payment amount and wire information. I am requesting that the CauntY eXecute the
t.hconcurrence set forth below axed return this back 10 we by telecopier as soon as possible%
once we receive the cou ation, I wila instruct US Trust to wire the funds as follows'
Bank of America
Riverside Main 628
ABA 121000358
Aect 0628-28-0100
Credit County of Riverside TrMu rn
Amount: $8,612,582.69 (if wired on September 14, 2001) additional 51,309.89 daily
thereafter
If you have any questions please ,feel free to give me a call. Thank you for your assistance
,in getting d-js matter fhWized.
John M. Falconer
)Finance Dixector/Treasurer
Conoumace
The County of Riverside has agreed to accept the above referenced wir ts � r as full
and complete payment of the "Amounts Owed' and "payment Amour
including all remaining principal and interest obligations, pursuant to the Replacement
Cooperation Agreement. The COuntY confxr= that the above wire transfer information
is correct,
vNNt /%
Name: y Title: jF,,' r
A.ttacbmemt: RepaymrAt calculation Spreadsheet
CC" Mr. Thomas P. Genovese, City of La Quitta
Nis, Kathy Jenson, City of La Quinta, City ,Attorney
SEP-14-01 FRI 10:32? AM EXECUTIVE OFFICE FAX NO. 909 955 1105 P. 03
09/14/2Oh1 06: 50� 760-777-7105 L Lu r l�wiv��
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