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Home My WebLink AboutOB-179RESOLUTION NO. OB - 179 A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY APPROVING AND DIRECTING THE ASSIGNMENT OF THE SUCCESSOR AGENCY'S INTERESTS AND OBLIGATIONS UNDER A COOPERATIVE AGREEMENT AND RELATED DOCUMENTS FOR THE SHERIFF STATION PROPERTY AND TAKING OTHER RELATED ACTIONS RECITALS: A. In 2008, the former Palm Desert Redevelopment Agency (the "Former Agency") and the County of Riverside (the "County") conveyed a property, consisting of approximately 10.87 acres located on Gerald Ford Drive (the "Property"), to the County for the development and use of the Property as a sheriff station; and B. Such conveyance was pursuant to a Cooperative Agreement Between The Palm Desert Redevelopment Agency and the County of Riverside Concerning the Construction Financing and Acquisition of Sheriff Station, dated as of July 29, 2008 (the "Cooperative Agreement"); and C. Pursuant to the Cooperative Agreement, there were also executed a Grant Deed for the transfer of the Property, a Landscape Maintenance Agreement, and a Restrictive Covenant Agreement (collectively, with the Cooperative Agreement and other documents executed in connection therewith, the "Sheriff Station Documents"); and D. The Sheriff Station Documents contain terms and provisions which continue to bind and benefit the County and the Successor Agency to the Palm Desert Redevelopment Agency (the "Successor Agency") as the successor to the Former Agency; and E. Contained in the Sheriff Station Documents are certain restrictive covenants including, among others, a covenant by the County to maintain the Property as a sheriff station, so long as the County is under contract to provide sheriff services to the City of Palm Desert (the "City"); and F. As such, the Former Agency's interests under the Sheriff Station Documents (which are now the Successor Agency's interests) are assets used for governmental purposes; and G. HSC Section 34181(a)(1) sets forth certain requirements for the Oversight Board to direct the Successor Agency to dispose of the Former Agency's assets, but provides that the Oversight Board may direct the Successor Agency to transfer ownership of an asset that was constructed and used for a governmental purpose (including, among others, police stations) to the appropriate public jurisdiction; and (i \rda\Veronica Tapia\Word Files\Staff Reports\Oversight 13oard\Palm Desert - OB reso re Sheriff Station interest assignment 6-4-18.docx Resolution No. OB- 179 H. In furtherance of the Successor Agency's task to wind -down the Former Agency's affairs, there has been prepared the form of an Assignment and Assumption Agreement (the "Assignment Agreement"), to be entered into by the Successor Agency and the City, whereby the Successor Agency will assign all of its obligations, rights and interests under the Sheriff Station Documents to the City; NOW, THEREFORE, THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct and are a substantive part of this Resolution. Section 2. The Oversight Board hereby approves and directs: (i) the Successor Agency's assignment of its obligations, rights and interests under the Sheriff Station Documents to the City; and (ii) the Successor Agency's execution and delivery of the Assignment Agreement, substantially in the form of Exhibit A hereto. Section 3. The members of this Oversight Board and the staff of the Successor Agency are hereby authorized, jointly and severally, to do all things which they may deem necessary or proper to effectuate the purposes of this Resolution and the Assignment Agreement. PASSED, APPROVED and ADOPTED this 4th day of June, 2018. AYES: McCORMICR, RODRIGUEZ, STENDELL, and WEBER NOES: NONE ABSENT: BIANCO, JONATHAN, and WILSON S� _(� ` w� ABsrrAIN: NONE SUSAN MARIE WEBER, CHAIR ATTEST: R & HELLE D. ' SSE , SECRETARY OVERSIGHT BOARD OF THE SUCCESS AGENCY TO PALM DESERT REDEVELOPMENT AGENCY -2- G \rda\Veronica Tapia\Word Files\Staff Reports\Oversight Board\Palm Desert - OB reso re Sheriff Station interest assignment 6-4-18 docx RESOLUTION NO. OB - 179 EXHIBIT A ASSIGNMENT AND ASSUMPTION AGREEMENT (substantial final form) G \rda\Veronica Tapia\Word Files\Staff Reports\Oversight Board\Palm Desert - OB reso re Sheriff Station interest assignment 6-4-18.docx RESOLUTION NO. OB - 179 RECORDING REQUESTED BY: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92660 And when recorded return to: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92660 Attn: City Manager With a copy to: Richards. Watson & Gershon 355 S. Grand Ave.. 40th Floor Los Angeles. CA 90071 Attn: Jim G. Grayson, Esq. .SPACE A3O I "F. THIS LIVE FOR RECORDER'S LSE This Assignment and Assumption Agreement is exempt from Recording Fees pursuant to California Government Code Sections 6103 and 27383 ASSIGNMENT AND ASSUMPTION AGREEMENT (Sheriff Station) This ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Agreement''), is dated as of , 2018, and is entered into by and between the SUCCESSOR AGENCY TO TIIE PALM DESERT REDEVELOPMENT AGENCY (the "Successor Agency'), and the CITY OF PALM DESERT, a California municipal corporation (the "City"). RECITALS A. The former Palm Desert Redevelopment Agency (the "Former Agency"), and the County of Riverside, a political subdivision of the State of California (the "County"), entered into that certain Cooperative Agreement Concerning the Construction Financing and Acquisition of Sheriff Station, dated as of July 29, 2008 (the "Cooperative Agreement"). B. Pursuant to the Cooperative Agreement, the Former Agency entered into that certain Landscape Maintenance Agreement with the County, dated as of October 28. 2008 and recorded as Document No. 2008-0577537 in the Official Records of the County Recorder of Riverside County (the "Landscape Agreement"). C. Pursuant to the Cooperative Agreement, the Former Agency entered into that certain Restrictive Covenant Agreement with the County, dated as of October 28, 2008 and C;:\rda\Veronica Tapia\Word Piles\Staff Reports\Successor Agcnc}`Assignment and Assumption Agreement - Sheriff Station 5-24-18 docx RESOLUTION NO. OB - 179 recorded as Document No. 2008-0577536 in the Official Records of the County Recorder of Riverside County (the "Restrictive Covenant"). D. Pursuant to the Cooperative Agreement, the Former Agency executed and delivered that certain Grant Deed to County, dated as of October 28, 2008 and recorded as Document No. 2008-0577535 in the Official Records of the County recorder of Riverside County (the "Grant Deed"). E. Pursuant to AB X1 26 (enacted in June 2011, as modified by the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal.4th 231(2011) ("Matosantos"), the Former Agency was dissolved as of February 1, 2012, the Successor Agency was established, and an oversight board to the Successor Agency was established. F. Pursuant to California Health and Safety Code ("HSC") Section 34175(b) and the California Supreme Court's decision in Matosantos, on February 1, 2012, properties of the Former Agency transferred to the control of the Successor Agency by operation of law, including the Former Agency's rights and obligations under the Cooperative Agreement, Landscape Agreement, Restrictive Covenant. and the Grant Deed, and all other documents pertaining to and executed by the Former Agency in connection therewith. NOW, TI-IEREFORE, for and in consideration of the following agreements of the parties hereto the City and the Successor Agency hereby agree as follows: AGREEMENT 1. Assignment. As of the date hereof, the Successor Agency assigns to the City: (i) all of the Successor Agency's rights and interests in, under and to the Cooperative Agreement, Landscape Agreement, Restrictive Covenant, Grant Deed, and all other documents pertaining to and executed by the Former Agency in connection therewith; and (ii) all of the Successor Agency's obligations under the documents described in (i) above arising after the date hereof; it being agreed among the parties hereto that the Successor Agency shall retain the obligations or liability under such documents that arose prior to the date hereof. 2. Assumption. As of the date hereof, the City accepts the assignment of the Successor Agency's rights, interests in. under and to the Cooperative Agreement, the Landscape Agreement, the Restrictive Covenant, the Grant Deed and all other documents pertaining to and executed by the Former Agency in connection therewith as described in Section 1(i), and assumes the obligations of Successor Agency thereunder arising after the date hereof. 3. Governing Law. This Agreement shall be governed by, and construed in accordance with, the laws of the State of California. 4. Further Assurances. The parties hereto hereby agree to execute such other documents and perform such other acts as may be necessary or desirable to carry out the purposes of this Agreement. 5. Successors and Assigns. This Agreement shall inure to the benefit of, and be binding upon, the parties hereto and their respective successors and permitted assigns. G:\rda\Veronica I apia\Word Files\Staff Reports\Successor Agency\Assignment and Assumption Agreement - Sheriff Station 5-24-18.docx -2- RESOLUTION NO. OB - 179 6. Attorneys' Fees. Should any action be brought arising out of this Agreement, including. without limitation, any action for declaratory or injunctive relief, each party shall bear their own attorneys' fees and costs and expenses of investigation as may be incurred. 7. Execution in Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed as original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF. the parties hereto have entered into this Agreement as of the date first set forth above. SUCCESSOR AGENCY: SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF TIIE CITY OF PALM DESERT By: Lauri Aylaian. Executive Director CITY: CITY OF PALM DESERT, a California municipal corporation By: Sabby Jonathan. Mayor Attest: Rachelle D. Klassen. City Clerk APPROVED AS TO FORM: RICHARDS, WATSON & GERSHON, A Professional Corporation By: Jim Grayson Special Counsel to the Successor Agency G.`\.rda\Veronica Tapia\Word Files\Staff Reports\Successor Agenc} \Assignment and Assumption Agreement - Sheriff Station 5-24-I8 docx -3- RESOLUTION NO. OB - 179 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF RIVERSIDE, On before me, Notary Public. personally appeared . who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted. executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature of Notary Public (i:\rda`•Veronica'I'apia\Word Files''Staff Reports\Successor Agency\Assignment and Assumption Agreement - Sheriff Station 5-2-i-I8.docx RESOLUTION NO. OB - 179 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. STATE OF CALIFORNIA COUNTY OF RIVERSIDE On before me, Notary Public. personally appeared , who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity, and that by his/her/their signature(s) on the instrument the person(s), or the entity(ies) upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Place Notary Seal Above Signature of Notary Public G:\rda\Vcronica Tapia\Word Files\Staff Reports\Successor Agency\Assignment and Assumption Agreement - Sheriff Station 5-24-18.docx