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HomeMy WebLinkAboutORD 1168 (1996)1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ORDINANCE NO. 1168 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF TUSTIN, CALIFORNIA, APPROVING THE PUBLIC LEASE BACK OF CERTAIN FACILITIES WITH THE COUNTYWIDE PUBLIC FINANCING AUTHORITY The City Council of the City of Tustin hereby ordains as follows: Section 1. Approval of Entering into Lease. Pursuant to section 54241 of the California Government Code, the City of Tustin is hereby authorized to enter into a formal agreement with the Countywide Public Financing Authority with respect to the public leaseback of certain facilities and the real property on which such improvements are situated, more particularly described in Exhibit A attached hereto, so long as the principal amount of the Lease Agreement does not exceed $3,100,000, so long as the maximum annual lease payments to be paid by the City does not exceed $420,000 and so long as the term of the Lease Agreement does not exceed 10 years. This ordinance is subject to the provisions for referendum applicable to the City of Tustin. This ordinance shall be published in the manner required by law for ordinances of the City of Tustin generally. Section 2. Effective Date. This ordinance shall not become effective or be in force until thirty (30) days from and after the date of its adoption, and shall be published at least once in full in a newspaper of general circulation published in the City of Tustin, within 15 days after its adoption. PASSED AND ADOPTED, at a regular meeting of the City Council for the City of Tustin on this /7~ day of 1996. TRACY LLS WORLEY, MAYOR ~~~~ . PAMELA STOKER, CITY CLERK ~ r EXHIBIT A DESCRIPTION OF LEASED PROPERTY Civic Center Complex, located at 300 Centennial Way, Tustin, including city hall, council chambers, community center, police headquarters, parking structure and grade parking .k' 1 ~, RECORDING REQUESTED BY STEWART TITLE 13128-01 JHHW:BDQ:kIa RQCOrdQd in thQ County of OrangQ, California Gary ~. GranviliQ, Clork/RQCOrdQr - -- ------ --- ------- - - - - - - __~~~~~~~~~~~~~~~~~~~~~~U~~~~~~u~~~~~~-- -- -No -Fee ---- -----_ - AFTER RECORDATION PLEASE RETURN T~ ~gggg381~g5 0g; 00RM @1/30/96 Jones Hall Hill & White, 005 285358 12 50 STE L02 12 7.00 33.00 0.00 0.00 0.00 0.00 A Professional Law Corporation Four Embazcadero Center,19th Floor San Francisco, CA 94111 Attention: Brian D. Quint, Esq. THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER TAX PURSUANT TO SECTION 11929 OF THE CALIFORNIA REVENUE AND TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE. SITE AND FACILITY LEASE do ~~ ~ Dated as of July 1,1996 coo by and between the CITY OF TUSTIN, as Lessor and the COUNTYWIDE PUBLIC FINANCING AUTHORITY, as Lessee ti:. Relating to $27,725,000 Countywide Public Financing Authority 1996 Revenue Bonds SITE AND FACILITY LEASE This SITE AND FACILITY LEASE, dated as of July 1,1996, is by and between the CITY OF TUSTIN, a municipal corporation and general law city organized and existing under the laws of the State of California, as lessor (the "City"), and the COUNTYWIDE PUBLIC FINANCING AUTHORITY, a joint exercise of powers authority organized and existing under and by virtue of the laws of the State of California, as lessee (the "Authority"); WITNESSETH: WHEREAS, the City is proceeding to finance its share of a countywide 800 MHz communications system and to finance the construction of capital improvements throughout the geographic boundaries of the City by leasing certain real property and improvements from the Authority pursuant to a Lease Agreement, dated as of July 1, 1996 (the "Lease Agreement"); and WHEREAS, the City proposes to enter into this Site and Facility Lease with the Authority as a material consideration for the Authority's agreement to lease such land and improvements to the City; NOW, THEREFORE, IT IS HEREBY MUTUALLY AGREED, as follows: Section 1. Definitions. Unless the context clearly otherwise requires or unless otherwise defined herein, the capitalized terms in this Site and Facility Lease shall have the respective meanings specified in Section 1.01 of the Indenture, dated as of July 1, 1996, by and between the Authority and U.S. Trust Company of California, N.A., as trustee thereunder. Section 2. Site and Facility Lease. The City hereby leases to the Authority and the Authority hereby leases from the City, on the terms and conditions hereinafter set forth, those certain parcels of real property situated in the City of Tustin, Orange County, State of California, more pazticulazly described in Exhibit A attached hereto and made a part hereof (the "Site"), and those certain improvements on the Site more particularly described in Exhibit B attached hereto and made a pazt hereof (collectively, the "Facility"). Section 3. Term. The term of this Site and Facility Lease shall commence on the date of recordation of this Site and Facility Lease in the Office of the County Recorder of Orange County, State of California, and shall end on August 1, 2006, unless such term is extended or sooner terminated as hereinafter provided. If, on August 1, 2006, the aggregate amount of Lease Payments (as defined in and as payable under the Lease Agreement) shall not have been paid, or provision shall not have been made for their payment, then the term of this Site and Facility Lease shall be extended until such Lease Payments shall be fully paid or provision made for such payment. If, prior to August 1, 2006, all Lease Payments shall be fully paid or provision made for such payment in accordance with Section 4.3 or 4.4 of the Lease Agreement, the term of this Site and Facility Lease shall end ten (10) days thereafter. Section 4. Advance Rental Payment. The City agrees to lease the Site and the Facility to the Authority in consideration of the payment by the Authority of an advance rental payment of $2,356,605.00. The City and the Authority agree that by reason of the sale of the Bonds and deposit of proceeds pursuant to the provisions of the Indenture, the advance rental payment referenced in the preceding sentence shall be deemed to have been paid. Section 5. Purpose. The Authority shall use the Site and the Facility solely for the purpose of leasing the Site and the Facility to the City pursuant to the Lease Agreement and for such purposes as may be incidental thereto; provided, however, that in the event of default by the City under the Lease Agreement, the Authority and its assigns may exercise the remedies provided in the Lease Agreement. Section 6. Cm's Interest in Site and the Facility. The City covenants that it is the owner of fee title to the Site and the Facility. Section 7. Assignments and Subleases. Unless the City shall be in default under the Lease Agreement, the Authority may not assign its rights under this Site and Facility Lease or sublet the Site or the Facility, except as provided in the Lease Agreement, without the written consent of the City. Section 8. Right of Entry. The City reserves the right, for any of its duly authorized representatives, to enter upon the Site and the Facility at any reasonable time to inspect the same or to make any repairs, improvements or changes necessary for the preservation thereof. Section 9. Termination. The Authority agrees, upon the termination of this Site and Facility Lease, to quit and surrender the Site and the Facility in the same good order and condition as the same were in at the time of commencement of the term hereunder, reasonable wear and teaz excepted, and agrees that any permanent improvements and structures existing upon the Site or the Facility at the time of the termination of this Site and Facility Lease shall remain thereon and title thereto shall vest in the City. Section 10. Default. In the. event the Authority shall be in default in the performance of any obligation on its pazt to be performed under the terms of this Site and Facility Lease, which default continues for thirty (30) days following notice and demand for correction thereof to the Authority, the City may exercise any and all remedies granted by law, except that no merger of this Site and Facility Lease and of the Lease Agreement shall be deemed to occur as a result thereof; provided, however, that so long as any Bonds are outstanding and unpaid in accordance with the terms thereof, the Lease Payments assigned by the Authority to the Trustee under the Indenture shall continue to be paid to the Trustee. Section 11. Quiet Enjoyment. The Authority, at all times during the term of this Site and Facility Lease, shall peaceably and quietly have, hold and enjoy the Site and the Facility subject to the provisions of the Lease Agreement and the Indenture. Section 12. Waiver of Personal LiabilitT. All liabilities under this Site and Facility Lease on the pazt of the Authority are solely liabilities of the Authority and the City hereby releases each and every member, director, officer, employee and agent of the Authority of and from any personal or individual liability under this Site and Facility Lease. No member,- director, officer, employee or agent of the Authority shall at any time or under any circumstances be individually or personally liable under this Site and Facility Lease for anything done or omitted to be done by the Authority hereunder. Section 13. Taxes. The City covenants and agrees to pay any and all assessments of any kind or character and also all taxes, including possessory interest taxes, levied or assessed upon the Site and the Facility (including both land and improvements). Section 14. Eminent Domain. In the event the whole or any part of the Site or the Facility `•,, thereon is taken by eminent domain proceedings, the interest of the Authority shall be __ recognized and is hereby determined to be the amount of the then unpaid Bonds including the unpaid principal and interest with respect to any then outstanding such Bonds and, subject to -2- the provisions of the Lease Agreement, the balance of the award, if any, shall be paid to the City. Section 15. Use of the Proceeds. The City and the Authority hereby agree that the lease to the Authority of the City's right, title and interest in the Site and the Facility pursuant to Section 2 serves the public purposes of the City by providing funds to enable the City to finance the Improvements. The City hereby agrees that the proceeds of the Bonds shall be used solely for the purpose of paying the costs of the Improvements, to be owned, held or controlled by the City for its public purposes, on or before the date three yeazs following the date of execution and delivery of the Bonds, or to refinance prior obligations of the City incurred for such purposes. Section 16. Partial Invalidity. If any one or more of the terms, provisions, covenants or conditions of this Site and Facility Lease shall, to any extent, be declared invalid, unenforceable, void or voidable for any reason whatsoever by a court of competent jurisdiction, the finding, order or decree of which becomes final, none of the remaining terms, provisions, covenants and conditions of this Site and Facility Lease shall be affected thereby, and each provision of this Site and Facility Lease shall be valid and enforceable to the fullest extent permitted by law. Section 17. ti All notices, statements, demands, consents, approvals, authorizations, offers, designations, requests or other communications hereunder by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if delivered personally or if mailed by United States registered mail, return receipt requested, postage prepaid, and, if to the City, addressed to the City in Gaze of the Finance Director, City of Tustin, 300 Centennial Way, Tustin, CA 92680, or if to the Authority, addressed to the Authority in Gaze of the Executive Director, Countywide Public Financing Authority, 20 Civic Center Plaza, Santa Ana, CA 92701, or to such other addresses as the respective parties may from time to time designate by notice in writing. Section 18. Section Heading. All section headings contained herein aze for convenience of reference only and aze not intended to define or limit the scope of any provision of this Site and Facility Lease. Section 19. Applicable Law. This Site and Facility Lease shall be governed by and construed in accordance with the laws of the State. Section 20. Execution in Counterparts. This Site and Facility Lease may be executed in any number of counterparts, each of which shall be deemed to be an original but all together shall constitute but one and the same instrument. -~ IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility Lease to be executed by their respective officers thereunto duly authorized, all as of the day and yeaz first above written. CITY OF TUSTIN, as Lessee By ~~~ Ronald A. Na t Finance Director [SEAL] Attest: Pamela St er City Clerk COUNTYWIDE PUBLIC FINANCING AUTHORITY, as Lessor By Roderick R. Coloma Treasurer [SEAL] Attest: Janice C. Guy Secretary -~ IN WITNESS WHEREOF, the City and the Authority have caused this Site and Facility Lease to be executed by their respective officers thereunto duly authorized, all as of the day and year first above written. By [SEAL] Attest: Pamela Stoker City Clerk [SEAL] Attest: Janice C. G Secretary CITY OF TUSTIN, as Lessee Ronald A. Nault Finance Director COUNTYWIDE PUBLIC FINE~,NCING AUTHORITY, as Lessor R eri ,.Coloma Tre er -~ STATE OF CALIFORNIA ) ss. COUNTY OF ) On ~- ~ 3- `~Cc before me, C~ ~ _ _ Notary Public, personally appeared Ronald A. Nault and Pamela Stoker, personally known to me ~c~x.=^rosecL+o *rP ~n tie to be the persons whose names are subscribed to the within instrument and acknowledged to me that they executed the same in their authorized capacities, and that by their signatures on the instrument the persons, or the entity upon behalf of which the persons acted, executed the instrument. WITNESS my hand and official seal. Signature 1 `" ~ ' VALERIE WHI7EMAN a _-~ COMM. #969213 Z z ~_p `.` , Nolory Pu51ic -California . ~-'' ORANGE COUNN ~' My Comm. expires AUG 28. 1996 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Orange On 7-22-96 DATE before me, Aida E . Renta , AIDA E. RFM'A, DEP[71Y CLERK personally appeared_ Roderick R. Coloma and Jar_ice C . Guy , NAME(S) OF SIGNER(S~ ~ personally latown to me - OR - ^ proved to me on the basis of satisfactory evidence to be the person(g) whose name() is/~ subscribed to the within instrument and ac~owledged to me that C A ~]' ~ he/she/They executed the same in his/her/~ ~y O R ``~ authorized capacity(i~), and that by his/her/~ o QQ~~~A~F` '~ signature(s) on the instrument the person(), or the y'~y V ~ ;~ Q ~ entity upon behalf of which the person() acted, ~ Z' 5~0 ~ executed the instrument. ~ G~` R~A~.p~1L~~ ~ , -~' WITNESS my hand and official seal. ~` Y~ ~, SIGNAT[1RE OF DEP[TTY E?CHIBTT A DESCRII'TTON OF THE STTE The following parcels of land situated in the County of Orange, State of California, described as follows: BLOCKS 10, 11., 26 AND 27 OF THE TOWN OF TUSTIN, IN THE CITY OF TUSTIN, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOR 4 PAGES 218 AND 219 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. EXCEPT THOSE PORTIONS LYING WESTERLY OF THE EAST LINE OF TRACT NO. 2187, AS PER MAP RECORDED IN BOOR 105 PAGES 37 AND 38 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY, CALIFORNIA. ALSO EXCEPT THOSE PORTIONS LYING NORTHERLY OF THE SOUTH LINE OF TRACT N0. 3994, AS PER MAP RECORDED IN BOOR 144 PAGES 31 AND 32 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID ORANGE COUNTY, CALIFORNIA. Exhibit A Penn l E)~IIBIT B DESCRIPTION OF THE FACILITY Civic Center Complex, located at 300 Centennial Way, Tustin, including city hall, council chambers, community center, police headquarters, parking structure and grade parking. Exhibit B c~ERTrFrre~ nF er~~~reiv~ This is to certify that the interest in real property conveyed by the Site and Facility Lease, dated as of July 1, 1996, from the City of Tustin, as lessor, to the Countywide Public Financing Authority, a public agency and/or governmental agency, as lessee, is hereby accepted by the undersigned officer on behalf of the Countywide Public Financing Authority pursuant to authority conferred by resolution of the Boazd of Directors of the Countywide Public Financing Authority adopted June 19, 1996, and the lessee consents to recordation thereof by its duly authorized officer. Dated: July 1, 1996 Attest: COUNTYWIDE PUBLIC FINANCING AUTHORITY Y .R c oloma Tress er By Janice C. G y Secretary CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Orange On 7- 2 2- 9 6 before me DATE Aida E. Renta AIDA E. RENTA, DEPUTY CI~]tK personally appeared Roderick R. Coloria and Jar_ice C . Guy , NAME(S) OF StGNER(SI ~ personally lrnown to me - OR - ~ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/~ subscribed to the within instrument and aclrnowledged to me that he/she/Yh~y executed the same in his/her/~ authorized capaciry(i~,s), and that by his/her/~ -,T ,., signature(s) on the instrument the person(s), or the t' ! a '" -~ entity upon behalf of which the person(s) acted, ~ '~ Q p R ,~ i , "~' executed the instrument. / ~ O vr~~. ~a .~ :: ~y6 ~ J' ` !~ 1` ~ i .. 3 ... ~~ ~~rJ ~`' ~ i G ~ s ~ A4R ,~ ~~ 1~aa ~~ `~ g. I ~ ~ WITNESS my hand and official seal. ~. SIGNATURE OF DEPUTY City of Tustin ORDINANCE CERTIFICATION STATE OF CALIFORNIA COUNTY OF ORANGE CITY OF TUSTIN ORDINANCE NO. 1168 SS Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin, California, does hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoing Ordinance No. 1168 was introduced at at regular meeting of the City Council on June 3, 1996, and was passed and adopted at a regular meeting of the City Council held on June 17, 1996 by the following vote: COUNCILMEMBER AYES: Worley, COUNCILMEMBER NOES: None COUNCILMEMBER ABSTAINED: None COUNCILMEMBER ABSENT: None Thomas, Doyle, Potts, Saltarelli Pamela Stoker, C3t~ Clerk