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HomeMy WebLinkAboutRes Nos. 2014-09 - SA-RDA 024 - Alessandro Alley PrjctCITY OF PALM DESERT/SUCCESSOR AGENCY OF THE PALM DESERT REDEVELOPMENT AGENCY STAFF REPORT REQUEST: APPROVE RESOLUTION NO?014-09 AND RESOLUTION NO. SARDA o24 APPROVING THE EXECUTION OF AN ALESSANDRO ALLEY PROJECT BOND PROCEEDS FUNDING AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY AND THE CITY OF PALM DESERT AND TAKING CERTAIN RELATED ACTIONS SUBMITTED BY DATE: Martin Alvarez, Director of Economic Development February 13, 2014 CONTENTS: Resolution No. 20�4-09 Resolution No. SARDA o24 Reimbursement Agreement (C 33330 ) Recommendation By Minute Motion that the City Council and the Successor Agency Board: Waive further reading and adopt Resolution No?o�4-09 and Resolution No. SARDA- 024 approving the execution of an Alessandro Alley Project Bond Proceeds Funding Agreement between the Successor Agency to the Palm Desert Redevelopment Agency and the City of Palm Desert and taking certain related action. 2. Estimated revenue of $250,000.00 to Capital Project Fund; 3. Approve and authorize the Executive Director, Mayor and Chair to execute the Alessandro Alley Project Funding Agreement. Backqround The Successor Agency to the Palm Desert Redevelopment Agency (Successor Agency) controls nine properties along Alessandro Alley acquired by the former Redevelopment Agency. Prior to the dissolution of the Palm Desert Redevelopment Agency, staff began the design of the Alessandro Alley Improvement Project. The project proposes to widen and improve Alessandro Alley, the addition of public parking spaces with landscaping and lighting improvements from Las Palmas Avenue on the east to approximately 300 feet east of Monterey Avenue on the west. The project would widen the alley by 27.0 feet to a total width of 47.0 feet, and would provide public parking at a 90-degree angle on the north side of Alessandro Alley, perpendicular to a new six foot block wall barrier adjoining residential parcels. Staff Report Alessandro Alley Project Reimbursement Agreement Page 2 of 3 February 13, 2014 Discussion Contract No. C33330 With the approval of the Successor Agency's Finding of Completion in 2013, by the State Department of Finance, the Successor Agency can now utilize Project Area 1 Bond Proceeds to complete the design and implement the Alessandro Alley Project improvements. Prior to expending any funds associated with the project design, property acquisitions and construction the attached reimbursement agreement between the Successor Agency and the City of Palm Desert requires approval. The attached resolutions and reimbursement agreement will allow the City to expend funds to implement the project and if approved by the Oversight Board and DOF expenditures can be reimbursed by Successor Agency Project Area 1 Bond Proceeds. On August 22, 2013, the Successor Agency/City held a Study Session to discuss the prioritization and funding availability of former Redevelopment Agency bond funded projects. Alessandro Alley was identified as one of the projects eligible under Project Area 1 bond funds and $2,100,000 was programmed for this project. The $2,100,000 budgeted is sufficient to implement a slightly scaled down project design. Fiscal Analvsis Funds are currently budgeted in Fiscal Year 2013/2014 Fund 400-4341-433-4001. Although the General Fund would initially advance the funds for this work, it is the intention of the Successor Agency to reimburse the City for the costs from bonds proceeds which include the Alessandro Alley Project improvements in the bond covenant. Only in the event there are no funding sources available from the Successor Agency would the General Fund have to pay for the work. CITY COUNCIL ON Prepared By: i Martin Alvare Director of E onpmic De�elopment Reviewed �nd/Co�v(cur: ��1�� Paul S. C��i�on, Director of Finance rova�: o n M. Wohlmuth C' y Manager/Executive Director of the uccessor Agency of the Palm Desert edevelopment Agency APPROVED � DENtED RE�EIVED , OTHER AYESs.�.� NOES• k ��� A�sErrT: .1� ABSTAIN: .Lud�1��= VI:RIFIED BY: '� K Original on File with City 's Office , � �� ��r BY SA-RDA � -U �JN�,� ' '�/ �'JERI�IEI� k��_. ��J+� C�rigina� csx� �!;: �r.��..�.s ;:;a¢r �_,. .R �'S (1���_fi RESOLUTION NO. 20�4-09 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM DESERT APPROVING THE EXECUTION OF THE ALESSANDRO ALLEY PROJECT BOND PROCEEDS FUNDING AGREEMENT BETWEEN THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY AND THE CITY AND TAKING CERTAIN RELATED ACTIONS RECITALS: A. The Palm Desert Financing Authority (the "Financing Authority") previously issued its Tax Allocation Revenue Bonds (Project Area No. 1, As Amended), 2006 Series A, in the principal amount of $37,780,000 (the "PA1 2006A Bonds"), pursuant to an Indenture of Trust, dated as of July 1, 2006, by and between the Financing Authority and Wells Fargo Bank, National Association, as trustee (the "Trustee"). B. Pursuant to the Loan Agreement, dated as of July 1, 2006 (the "Loan Agreement"), by and among the Financing Authority, the former Palm Desert Redevelopment Agency (the "Former RDA"), and the Trustee, proceeds of the PA1 2006A Bonds were lent to the Former RDA as a loan (the "Loan"). C. The Former RDA caused a portion of the proceeds of the PA1 2006A Bonds received as part of the Loan to be deposited into a Project Fund (the "PA1 2006A Project Fund"), which was established, and is held by, the Trustee pursuant to the Loan Agreement. D. Pursuant to the Loan Agreement, moneys in the PA1 2006A Project Fund shall be disbursed from time to time to finance the cost of redevelopment projects in or of benefit to the Former Agency's Project Area No. 1, As Amended (the "Project Area"). E. As documented by the Official Statement, dated June 22, 2006, and the Certificate Regarding Compliance with Certain Tax Matters, dated as of July 6, 2006 (the "Tax Certificate"), it was intended, at the issuance of the PA1 2006A Bonds, that the projects to be financed from moneys deposited in the PA1 2006A Project Fund include, among others, the Alessandro Alley project, including the design, construction and property acquisitions related to the widening of the Alessandro Alley by 27.0 feet to a total width of 47.0 feet, public parking spaces, landscaping, lighting, and block walls from Las Palmas Avenue on the east to approximately 300 feet east of Monterey Avenue on the west (the "Project"). F. Pursuant to AB X1 26 (which became effective at the end of June 2011) and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal.4th 231(2011), the Former RDA was dissolved as of February 1, 2012, and the Successor Agency was constituted. RESOLUTION NO. 2oi4-o9 G. AB 1484, which became effective at the end of June 2012, amended and supplemented the provisions of AB X1 26. Together, AB X1 26 and AB 1484 are referred to in this Agreement as the "Dissolution Act." H. Pursuant to Section 34175(b) of the California Health and Safety Code ("HSC"), all assets, properties, contracts, leases, books and records, buildings, and equipment of the Former RDA, including all unspent proceeds of the PA1 2006A Bonds remaining in the PA1 2006A Project Fund (the "PA1 2006A Bond Proceeds"), transferred to the control of the Successor Agency by operation of law. I. According to HSC Section 34191.4, after the receipt by the Successor Agency of a finding of completion (the "Finding of Completion") issued by the California State Department of Finance (the "DOF") pursuant to HSC Section 34179.7, the PA1 2006A Bond Proceeds shall be used for the purposes for which the PA1 2006A Bonds were sold, in a manner consistent with the original bond covenants. J. By DOF's letter, dated May 15, 2013, the DOF informed the Successor Agency that the DOF has issued a Finding of Completion to the Successor Agency. K. There remains a balance of PA1 2006A Bond Proceeds in the PA1 2006A Project Fund (in the amount of $15,630,738 as of December 31, 2013). L. The Successor Agency desires to use a portion of the PA1 2006A Bond Proceeds for completion of work with respect to the Project. M. Because of the limited staffing of the Successor Agency and the traditional role and the established procedures of the City of Palm Desert (the "City") with respect to the awarding of public works contracts, the Successor Agency and the City desire to enter into the Alessandro Alley Project Bond Proceeds Funding Agreement, pursuant to which the City will agree to perform or cause to be performed all work required to complete the Project, with payment therefor to be made from the PA1 2006A Bond Proceeds. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM DESERT DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. Recitals. The above recitals, and each of them, are true and correct. Section 2. Alessandro Alfey Bond Proceeds Fundinq Aqreement. The Alessandro Alley Project Bond Proceeds Funding Agreement, in the form attached hereto as Exhibit A, is hereby approved. Each of the Mayor (or in the Mayor's absence, the Mayor Pro Tem) and the City Manager (each, an Authorized Officer"), individually, is hereby authorized to execute and deliver, for and in the name of the City, the Alessandro Alley Project Bond Proceeds Funding Agreement, in substantially such form, with changes therein as the Authorized Officer executing the same may approve (such approval to be conclusively evidenced by the execution and delivery thereo�. RESOLUTION NO. 2014-09 Section 3. Other Acts. The Authorized Officers and all other officers of the City are hereby authorized, jointly and severally, to execute and deliver any and all necessary documents and instruments and to do all things which they may deem necessary or proper to effectuate the purposes of this Resolution and the Alessandro Alley Project Bond Proceeds Funding Agreement. Any actions previously taken by officers of the City consistent with the purposes of this Resolution, the Alessandro Alley Project Bond Proceeds Funding Agreement are hereby ratified and confirmed Section 4. Effective Date. This Resolution shall take effect immediately upon adoption. APPROVED and ADOPTED this day of , 2014. AYES: NOES: ABSENT: ABSTAIN: VAN G. TANNER, MAYOR ATTEST: RACHELLE D. KLASSEN, CITY CLERK RESOLUTION NO. sA-xnA o24 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY APPROVING THE EXECUTION OF AN ALESSANDRO ALLEY PROJECT BOND PROCEEDS FUNDING AGREEMENT BETWEEN THE SUCCESSOR AGENCY AND THE CITY OF PALM DESERT AND TAKING CERTAIN RELATED ACTIONS RECITALS: A. The Palm Desert Financing Authority (the "Financing Authority") previously issued its Tax Allocation Revenue Bonds (Project Area No. 1, As Amended), 2006 Series A, in the principal amount of $37,780,000 (the "PA 1 2006A Bonds"), pursuant to an Indenture of Trust, dated as of July 1, 2006, by and between the Financing Authority and Wells Fargo Bank, National Association, as trustee (the "Trustee"). B. Pursuant to the Loan Agreement, dated as of July 1, 2006 (the "Loan Agreement"), by and among the Financing Authority, the former Palm Desert Redevelopment Agency (the "Former RDA"), and the Trustee, proceeds of the PA1 2006A Bonds were lent to the Former RDA as a loan (the "Loan"). C. The Former RDA caused a portion of the proceeds of the PA1 2006A Bonds received as part of the Loan to be deposited into a Project Fund (the "PA1 2006A Project Fund"), which was established, and is held, by the Trustee pursuant to the Loan Agreement. D. Pursuant to the Loan Agreement, moneys in the PA1 2006A Project Fund shall be disbursed from time to time to finance the cost of redevelopment projects in or of benefit to the Former Agency's Project Area No. 1, As Amended (the "Project Area"). E. As documented by the Official Statement, dated June 22, 2006, and the Certificate Regarding Compliance with Certain Tax Matters, dated as of July 6, 2006 (the "Tax Certificate"), it was intended, at the issuance of the PA1 2006A Bonds, tF�at the projects to be financed from moneys deposited in the PA1 2006A Project Fund include, among others, the Alessandro Alley project, including the design, construction and property acquisitions related to the widening of the Alessandro Alley by 27.0 feet to a total width of 47.0 feet, public parking spaces, landscaping, lighting, and block walls from Las Palmas Avenue on the east to approximately 300 feet east of Monterey Avenue on the west (the "Project"). F. Pursuant to AB X1 26 (which became effective at the end of June 2011) and the California Supreme Court's decision in California Redevelopment Association, et al. v. Ana Matosantos, et al., 53 Cal.4th 231(2011), the Former RDA was dissolved as of February 1, 2012, and the Successor Agency was constituted. G'vdaVrtartin Alvarcz�2014\SA\SA rew re Projcct Area No I Bond Procccds Funding Agmt doc RESOLUTION NO. sa-xnA o24 G. AB 1484, which became effective at the end of June 2012, amended and supplemented the provisions of AB X1 26. Together, AB X1 26 and AB 1484 are referred to in this Agreement as the "Dissolution Act." H. Pursuant to Section 34175(b) of the California Health and Safety Code ("HSC"), all assets, properties, contracts, leases, books and records, buildings, and equipment of the Former RDA, including all unspent proceeds of the PA1 2006A Bonds remaining in the PA1 2006A Project Fund (the "PA1 2006A Bond Proceeds"), transferred to the control of the Successor Agency by operation of law. I. According to HSC Section 34191.4, after the receipt by the Successor Agency of a finding of completion (the "Finding of Completion") issued by the California State Department of Finance (the "DOF") pursuant to HSC Section 34179.7, the PA1 2006A Bond Proceeds shall be used for the purposes for which the PA1 2006A Bonds were sold, in a manner consistent with the original bond covenants. J. By DOF's letter, dated May 15, 2013, the DOF informed the Successor Agency that the DOF has issued a Finding of Completion to the Successor Agency. K. There remains a balance of PA1 2006A Bond Proceeds in the PA1 2006A Project Fund (in the amount of $15,630,738 as of December 31, 2013). L. The Successor Agency desires to use a portion of the PA1 2006A Bond Proceeds for completion of work with respect to the Project. M. Because of the limited staffing of the Successor Agency and the traditional role and the established procedures of the City of Palm Desert (the "City") with respect to the awarding of public works contracts, the Successor Agency and the City desire to enter into the Alessandro Alley Project Bond Proceeds Funding Agreement, pursuant to which the City will agree to perform or cause to be performed all work required to complete the Project, with payment therefor to be made from the PA1 2006A Bond Proceeds. P. Pursuant to HSC Sections 34178(a) and 34180(h), with the approval of the Oversight Board of the Successor Agency (the "Oversight Board"), the Successor Agency may enter into agreements with the City. NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. Recitals. The above recitals, and each of them, are true and correct. Section 2. Alessandro Allev Bond Proceeds Fundinq Agreement. The Alessandro Alley Project Bond Proceeds Funding Agreement, in the form attached G-trda��lanin Alvarez�2014\SA\SA reso re Project Area No I Rond Procccds Funding Agmt doc RESOLUTION NO. SA-RDA o24 hereto as Exhibit A, is hereby approved. Each of the Chair of this Board, the Vice Chair of this Board and the Executive Director of the Successor Agency (each, an Authorized Officer"), individually, is hereby authorized to execute and deliver, for and in the name of the Successor Agency, the Alessandro Alley Project Bond Proceeds Funding Agreement, in substantially such form, with changes therein as the Authorized Officer executing the same may approve (such approval to be conclusively evidenced by the execution and delivery thereofl. Section 3. Reguest for Oversiqht Board Approval. The Oversight Board is hereby requested to approve the Successor Agency's execution and delivery of the Alessandro Alley Project Bond Proceeds Funding Agreement. The Secretary of the Successor Agency is hereby directed to transmit this Resolution to the Oversight Board for consideration at the earliest possible date. Section 4. Other Acts. The Authorized Officers and all other o�cers of the Successor Agency are hereby authorized, jointly and severally, to execute and deliver any and all necessary documents and instruments and to do all things which they may deem necessary or proper to effectuate the purposes of this Resolution and the Alessandro Alley Project Bond Proceeds Funding Agreement. Section 5. Effective Date. This Resolution shall take effect immediately upon adoption. APPROVED and ADOPTED this day of , 2014. AYES: NOES: ABSENT: ABSTAIN: VAN TANNER, CHAIR ATTEST: RACHELLE D. KLASSEN, SECRETARY SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY G UdaVvlanin Alvarez�2014\SA�SA reso re Project Area No I Bond Proceeds Funding Agmt doc Contract No. C33330 ALESSANDRO ALLEY PROJECT BOND PROCEEDS FUNDING AGREEMENT This ALESSANDRO ALLEY POJECT BOND PROCEEDS FUNDING AGREEMENT (this "Agreement"), dated as of , 2014, is entered into by and between the City of Palm Desert (the "City") and the Successor Agency to the Palm Desert Redevelopment Agency (the "Successor Agency," and together with the City, the "Parties"). RECITALS: A. The Palm Desert Financing Authority (the "Financing Authority") previously issued its Tax Allocation Revenue Bonds (Project Area No. 1, As Amended), 2006 Series A(the "PA1 2006 Bonds") for the purpose of financing redevelopment projects of benefit to Project Area No. 1, As Amended (the "Project Area") of the former Palm Desert Redevelopment Agency (the "Former RDA"). B. The PA1 2006 Bonds were issued pursuant to the Indenture of Trust, dated as of July l, 2006, by and between the Financing Authority and Wells Fargo Bank, National Association, as trustee (the "Trustee"). C. Pursuant to the Project Area No. 1, As Amended, Loan Agreement, dated as of July 1, 2006 (the "Loan Agreement"), by and among the Financing Authority, the Former RDA, and the Trustee, proceeds of the PA 1 2006 Bonds were loaned to the Former RDA (the "Loan"). D. The Former RDA caused a portion of the proceeds of the PA 1 2006 Bonds received as part of the Loan to be deposited into a Project Fund (the "PA1 2006 Project Fund"), which was established, and is held, by the Trustee pursuant to the Loan Agreement. E. Pursuant to the Loan Agreement, moneys in the PA1 2006 Project Fund shall be disbursed from time to time to finance the cost of redevelopment projects in or of benefit to the Former Agency's Project Area No. 1, As Amended (the "Project Area"). F. As documented by the Official Statement, dated June 22, 2006, and the Certificate Regarding Compliance with Certain Tax Matters, dated as of July 6, 2006 (the "Tax Certificate"), it was intended, at the issuance of the PA 1 2006 Bonds, that the projects to be financed from moneys deposited in the PAl 2006 Project Fund include, among others, the Alessandro Alley Project, including the design, construction and property acquisitions related to the widening of the Alessandro Alley by 27.0 feet to a total width of 47.0 feet, public parking spaces, landscaping, lighting, and block walls from Las Palmas Avenue on the east to approximately 300 feet east of Monterey Avenue on the west (the "Project"). G. Pursuant to AB X 1 26 (which became effective at the end of June 2011) and the California Supreme Court's decision in California RedevelopmentAssociation, et al. v. Ana Matosantos, et al., 53 Cal.4th 231(2011), the Former RDA was dissolved as of February 1, 2012, and the Successor Agency was constituted. -1- I 2812-0001 \ 1685493.2 H. AB 1484, which became effective at the end of June 2012, amended and supplemented the provisions of AB X1 26. Together, AB X1 26 and AB 1484 are referred to in this Agreement as the "Dissolution Act." I. Pursuant to Section 34175(b) of the California Health and Safety Code ("HSC"), all assets, properties, contracts, leases, books and records, buildings, and equipment of the Former RDA, including all unspent proceeds of the PA 1 2006 Bonds remaining in the PA 1 2006 Project Fund (the "PA1 2006 Bond Proceeds"), transferred to the control of the 5uccessor Agency by operation of law. J. According to HSC Section 34191.4, after the receipt by the Successor Agency of a finding of completion (the "Finding of Completion") issued by the California State Department of Finance (the "DOF") pursuant to HSC Section 34179.7, the PA 1 2006 Bond Proceeds shall be used for the purposes for which the PA1 2006 Bonds were sold, in a manner consistent with the original bond covenants. K. By DOF's letter, dated May 15, 2013, the DOF informed the Successor Agency that the DOF has issued a Finding of Completion to the Successor Agency. L. There remains a balance of PA1 2006 Bond Proceeds in the PA1 2006 Project Fund (in the amount of $15,630,738 as of December 31, 2013). M. The Successor Agency desires to use a portion of the PA1 2006 Bond Proceeds for completion of work with respect to the Project. N. Pursuant to HSC Section 34177(1), the Successor Agency must prepare a Recognized Obligation Payment Schedule ("ROPS") for each six-month fiscal period ("ROPS Period"). The ROPS must be submitted to the Oversight Board of the Successor Agency (the "Oversight Board") and the DOF for approval. O. Pursuant to HSC Section 34191.4(c)(2), the expenditure of PA1 2006 Bond Proceeds for an obligation must be listed on a ROPS. P. The Successor Agency previously prepared a ROPS ("ROPS 13-14B") covering the period from January 1, 2014 through June 30, 3014 ("ROPS 13-14B Period"). Q. Listed as Item No. 46 on the ROPS 13-14B is the anticipated use of the PA1 2006 Bond Proceeds for the Project. R. The Oversight Board adopted Resolution No. OB-050, on September 10, 2013, approving ROPS 13-14B. The Oversight Board-approved ROPS 13-14B was submitted to the DOF for review. S. DOF issued its letter dated December 17, 2013, confirming the DOF's approval of Item No. 46 of ROPS 13-14B, subject to the modification that the ROPS 13-14B Period funding amount for the Project (the "ROPS 13-14B Project Estimate") be changed pursuant to a revised schedule submitted by the Successor Agency during the DOF review process (the "Revised Schedule"). Per the Revised Schedule, the ROPS 13-14B Project Estimate is $500,000. -2- 12812-0001\1685493.2 T. Because of the limited staffing of the Successor Agency and the traditional role and the established procedures of the City of Palm Desert (the "City") with respect to the awarding of public works contracts, the Successor Agency and the City desire to enter into this Agreement, for the City to perform or cause to be performed all work required to complete the Project, with payment therefor to be made from the PA1 2006 Bond Proceeds. U. Pursuant to HSC Sections 34178(a) and 34180(h), with the approval of the Oversight Board, the Successor Agency may enter into agreements with the City. V. Resolution No. adopted by the Oversight Board on , 2014 approving the Successor Agency's execution and delivery of this Agreement was approved [deemed approved] by the DOF pursuant to HSC Section 34179(h) on , 2014. NOW, THEREFORE, THE PARTIES DO HEREBY AGREE AS FOLLOWS: Section 1. Subject to the provisions of this Agreement and with the funding provided pursuant to this Agreement, the City agrees to perform or cause to be performed all work required for the completion of the Project, including but not limited to the preparation of designs, plans and specifications and all acquisitions, demolitions, construction and installations. The City shall perform such work in accordance with all applicable federal, state and local laws, rules and regulations. Subject to the covenants set forth herein, the City shall have the sole discretion with respect to the design, planning, specification and the timing with respect to all components of the Project. Section 2. As soon as practical upon the Parties' execution of this Agreement, the Successor Agency shall transfer to the City an amount equal to the ROPS 13-14B Project Estimate from the PA 1 2006 Bond Proceeds on deposit in the PA 1 2006 Project Fund. Section 3. (a) The Parties acknowledge and agree that the PA 1 2006 Bond Proceeds shall be the sole source of the Successor Agency's payment for the completion of the Project pursuant to this Agreement. The Parties also agree that the City's obligation with respect to the work for the Project under this Agreement shall be limited to the extent that funding therefor is available from the PA1 2006 Bond Proceeds. (b) At any time, if the City determines that the amount previously transferred by the Successor Agency pursuant to this Agreement is insufficient for the completion of the Project, the City's Finance Director shall notify the Successor Agency, specifying the estimated dollar amount necessary for the completion of the Project (the "Additional Funding Amount"). To the extent that sufficient unspent PA 1 2006 Bond Proceeds remain available, the Successor Agency shall list the Additional Funding Amount on the ROPS for the next available ROPS Period. Upon obtaining the Oversight Board's and the DOF's approval for such ROPS item(s), the Successor Agency shall transfer or caused to be transferred to the City the Additional Funding Amount from the PA 1 2006 Bond Proceeds as soon as practicable upon the commencement of the applicable ROPS Period. (c) Before the transfer of any Additional Funding Amount pursuant to Section 3(b) above, the City may, but is not obligated to, advance funds from sources available to City for the work necessary for the Project (each such advance being a"City Advance"). Any -3- I 2812-0001 \ I 685493.2 Additional Funding Amount transferred by the Successor Agency pursuant to Section 4(b) shall first be used to reimburse the City for outstanding City Advances, and then to pay for other expenditures of the Project. Section 4. To the extent the City still holds unspent PA1 2006 Bond Proceeds transferred pursuant to this Agreement after the completion of the Project (as determined by the legislative body of the City), the City shall return such unspent PA 1 2006 Bond Proceeds to the Successor Agency within a reasonable time after such determination. Section 5. The City covenants that it shall use the PA1 2006 Bond Proceeds in a manner consistent with the covenants in the Loan Agreement and the Tax Certificate, including, but not limited to, any covenants regarding the tax-exempt status of interest on the PA1 2006 Bonds under the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder. Section 6. Each Party shall maintain books and records regarding its duties pursuant to this Agreement. Such books and records shall be available for inspection by the officers and agents of the other Party at all reasonable times. Section 7. The Parties agree to take all appropriate steps and execute any documents which may reasonably be necessary or convenient to implement the intent of this Agreement. Section 8. This Agreement may be amended from time to time by written instrument executed by both Parties. Section 9. No official, agent, or employee of the Successor Agency or the City, or members of the City Council, or members of the Successor Agency Board of Directors or Oversight Board shall be individually or personally liable for any payment hereunder in the event of any default or breach by the Successor Agency or the City, or for any amount which may otherwise become due to the City or Successor Agency, or successor thereto, or on any obligations under the terms of this Agreement. Section 10. This Agreement is made in the State of California under the Constitution and laws of the State of California, and is to be so construed. jREMA1NDER OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURES TO FOLLOW] -4- 128 I 2-OOO l\ 1685493.2 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized officers. I: ATTEST: SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY JOHN WOHLMUTH, EXECUTIVE DIRECTOR RACHELLE D. KLASSEN, SECRETARY TO THE SUCCESSOR AGENCY OF THE PALM DESERT REDEVELOPMENT AGENCY : ATTEST: R.ACHELLE D. KLASSEN, CITY CLERK APPROVED: OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE PALM DESERT REDEVELOPMENT AGENCY : CITY OF PALM DESERT VAN G. TANNER, MAYOR BOB A. SPIEGEL, CHAIR Date: -5- I 2812-0001 \ 1685493 2