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HomeMy WebLinkAbout2012/09/25 Item 10CITY COUNCIL & SUCCESSOR AGENCY T-"" TO THE REDEVELOPMENT AGENCY ~~ AGENDA STATEMENT ~~~~ QTY OF ..-~ CHULAVtSfA SEPTEMBER 25, 2012, Item ~~ ITEM TITLE: ORDINANCE OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA REPEALING ORDINANCE 3181, WHICH SUSPENDED THE COLLECTION OF FEES CHARGED PURSUANT TO CHAPTERS 3.50 (DEVELOPMENT IMPACT FEES TO PAY FOR VARIOUS PUBLIC FACILITIES), 3.55 (WESTERN TRANSPORTATION DEVELOPMENT IMPACT FEES), AND 17.10 (PARKLAND AND PUBLIC FACILITIES) OF THE CHULA VISTA MUNICIPAL CODE FOR SPECIFIED TYPES OF DEVELOPMENT IN THE REDEVELOPMENT PROJECT AREAS, EXCLUDING THE BAYFRONT PROJECT AREA, FOR A PERIOD OF FIVE (5) YEARS JOINT RESOLUTION OF THE CITY COUNCIL AND THE REDEVELOPMENT AGENCY OF THE CITY OF CHULA VISTA TERMINATING THE MEMORANDUM OF UNDERSTANDING REGARDING PAYMENT FOR INFRASTRUCTURE OR CONSTRUCTION THEREOF AND APPROVAL OF AN AGREEMENT TO SUCH TERMINATION RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AUTHORIZING THE CITY OF CHULA VISTA TO JOIN THE STATEWIDE COMMUNITY INFRASTRUCTURE PROGRAM; AUTHORIZING THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO ACCEPT APPLICATIONS FROM PROPERTY OWNERS, CONDUCT SPECIAL ASSESSMENT PROCEEDINGS AND LEVY ASSESSMENTS WITHIN THE TERRITORY OF THE CITY OF CHULA VISTA; APPROVING FORM OF ACQUISITION AGREEMENT FOR USE WHEN APPLICABLE; AND AUTHORIZING RELATED ACTIONS SUBMITTED BY: DIRECTOR DEVELOPMENT SERVICES/ANT CITY MANAGER AND F CE DIRECTOR `d.~~+~`G REVIEWED BY: CITY MANAGER 4/STHS VOTE: YES ~ NO 10-1 SEPTEMBER 25, 2012, Item ~Ci Page 2 of 7 SUMMARY In January 2011, the City Council and Redevelopment Agency of the City of Chula Vista approved measures to incentivize redevelopment in Western Chula Vista, suspending the collection of various development impact fees in the city's redevelopment project areas for five years, and agreeing to use tax increment to pay for or construct infrastructure improvements in those areas. With the windup and dissolution of redevelopment in the State of California, the funds to support the development impact fee suspension are no longer accessible, and the program is no longer viable. Staff recommends repealing the fee suspension, and approving participation in astate-supported infrastructure funding program. This proposed program provides access to infrastructure funding opportunities through the Statewide Community Infrastructure Program (SCIP) and the California Statewide Communities Development Authority (CSCDA). SCIP is a development impact fee- financing program, which finances the cost of impact fees over-time. Through SCIP, eligible impact fees, including those for roads, water, sewer, storm drainage, and parks, can be funded by the proceeds from atax-exempt bond issuance: developers can be reimbursed for fees they have paid in order to obtain a building permit, or fees can be funded directly through the program prior to obtaining a building permit. The property owner pays the fees over time, rather than as a lump sum at building permit issuance or certificate of occupancy. To participate in this funding program, the City of Chula Vista must be a member of California Communities and pass a resolution approving the program. ENVIRONMENTAL REVIEW The Development Services Director has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it involves governmental administrative activities that will not result in direct or indirect physical changes to the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. RECOMMENDATION Council adopt the ordinance and resolutions. Successor Agency adopt the resolution. BOARDS/COMMISSION RECOMMENDATION Not applicable. DISCUSSION Redevelopment Dissolution Shortly after taking office in 2010, California Governor Jerry Brown proposed a budget that included dissolving Redevelopment Agencies ("RDAs") as a means of balancing the State's budget. By summer 2011, the Legislature enacted a measure (ABX1 26) to freeze 10-2 SEPTEMBER 25, 2012, Item ~'~` Page 3 of 7 RDA authority, preventing agencies from entering into new contracts (or amending existing ones), incumng new debt, acquiring or disposing of assets, or altering redevelopment plans. At the same time, ABXl 27 was passed, allowing RDAs to opt into a voluntary alternative program to avoid dissolution. Chula Vista `opted in' to the alternative program to avoid dissolution; however, on December 29, 2011, measure ABXl 27 was declazed unconstitutional by the Supreme Court. Cities could either shut down their redevelopment agencies altogether or continue limited operations as a successor agency. The successor agency would: • Manage redevelopment projects currently underway • Make payments identified on the list of obligations • Dispose of redevelopment assets and properties On February 1, 2012, all redevelopment agencies in the state of California were eliminated. In, Chula Vista, the city elected to serve as the Successor Agency to its former Redevelopment Agency and continue limited operations. Fee Suspension In preparing the Recognized Obligation Payment Schedule CROPS), staff determined that the agreement between the City and the former Redevelopment Agency to use tax increment to pay for or construct infrastructure improvements in the redevelopment project areas did not constitute an enforceable obligation, because it was executed after December 3l, 2010. Initially, AB 26 legislation allowed the Successor Agency to re-enter into agreements with cities, upon obtaining the approval of the Oversight Board. However, on June 29, 2012, the Legislature passed and the Governor signed AB 1484. This new legislation makes significant revisions to AB 26, and prohibits the Successor Agency or the Oversight Board from re-establishing or re-entering into the Memorandum of Understanding Regarding Payment for Infrastructure or Construction Thereof (MOU). Without the RDA tax increment the suspension is not viable, so staff recommends repealing the fee suspension and terminating the MOU. Statewide Communities Infrastructure Program (SCIP) The California Statewide Communities Development Authority (CSCDA) is a joint powers authority sponsored by the California State Association of Counties and the League of California Cities. CSCDA was created to provide local governments and private entities access to low-cost, tax-exempt financing for projects that create jobs, help communities prosper and improve the quality of life in California. California Communities has issued more than $20 billion in tax-exempt bonds since its creation in 1988. The member agencies of CSCDA total approximately 230 cities and 54 counties throughout California. SCIP was instituted by CSCDA in 2002, allowing property owners to finance certain development impact fees. If a property owner chooses to participate, certain development impact fees owed to the City of Chula Vista will be financed by tax-exempt 10-3 ~e v is~~ SEPTEMBBR 25, 2012, Item JO Page 4 of 7 bonds issued by CSCDA. CSCDA will impose a special assessment on the property. The property owner will either pay the impact fees at the time of permit issuance and be reimbursed from the SCIP bond proceeds, or the fees will be prepaid to the City of Chula Vista from the proceeds of the SCIP bonds. A typical project could look like this: • Z) Includes 7.50%Reserve Fund and 5.00% Cost oflssuance • 3) Paid at building permit issuance or prejunded from SCIP bond One of the major advantages of SLIP is that a prof ect of this size can be funded, since it will be pooled with other projects. Typically, smaller projects such as this example would notbe eligible for bond financing. Certain public improvements may also be built and financed through SCIP. In the event that a property owner or developer chooses to finance the cost of these improvements, he would fast enter into an Acquisition Agreement with the City. The agreement (a form of which is attached), states the terms and conditions governing the acquisition of the completed improvements. The Acquisition Agreement is drafted by the SCIP team, and is modified to suit the particular circumstances and city requirements. Because SCIP is governed by 19131/19152 Act, certain public improvements and fees (for city facilities such as fire stations, police facilities, schools, affordable housing, and city ~ The Municipal Improvement Act of 1913 -used by counties, cities, other special districts and joint powers authorities to fund basic infrastructure needs, water, electrical, gas and lighting infrastructures, and public transit facilities. , z The Improvement Bond Act of 1915 -used in conjunction with 1913 Act to fmance improvements through the issuance of bonds. lU=`f • 7) 30 Years at 5.50% SEPTEMBER 25, 2012, Item ~ Page 5 of 7 halls) are not eligible. Also, the city cannot use SCIP's bond proceeds to repay its bond debt. The proceeds must be used for actual improvements. Eligible public improvements include roads, street lights, landscaping, storm drains, water and sewer facilities, and pazks. Benefits to the nropertv owner include: • Only property owners who choose to participate in the program will have assessments imposed on their property • The property owner receives ]ow-cost, long-term tax-exempt financing of those fees, freeing up capital for other purposes • The property owner can choose to pay off the special assessments at any time • Owners of smaller projects, both residential and commercial, can have access to tax-exempt financing of infrastructure. Before the inception of SCIP, only projects large enough to justify the formation of an assessment or community facilities district had access to tax-exempt financing. Benefits to the City of Chula Vista include: As in conventional assessment financing, the City of Chula Vista is not liable to repay the bonds issued by CSCDA or the assessments imposed on the participating properties CSCDA handles all district formation, district administration, bond issuance and bond administration functions The availability of financing will help developers to pull permits and pay fees, giving the participating city immediate access to revenues for public infrastructure. The possibility of tax-exempt financing of fees can be used to encourage a developer to pay fees at the time of building permit, rather than deferring till Certificate of Occupancy. The proposed Resolution (Attachment 3) authorizes CSCDA to accept applications from owners of property within the City to apply for tax-exempt financing of development impact fees through SCIP ("Resolution of Authorization"). It also authorizes CSCDA to form an assessment district covering the city, conduct assessment proceedings and levy assessments against the property of participating owners. The Resolution of Authorization includes three exhibits: Exhibit A is a "Resolution of Intention to be adopted by CSCDA." This resolution of intention is for informational purposes and does not require action by the City Council. • Exhibit B is an "Acquisition Agreement," to be entered into between the City and the participating property owner/developer, and to address the following: o State the terms and conditions under which financing for public capital improvements will be provided 10-5 SEPTEMBER 25, 2012, Item /~' Page 6 of 7 o Establish the procedure for disbursement of bond proceeds to pay for completed facilities o Authorize miscellaneous related actions and make certain findings and determinations required by law • Exhibit C is a list of City contacts - a required program document. Once the resolution takes effect, developers and/or property owners may submit applications to participate in the program. DECISION MAKER CONFLICT Staff has reviewed the decision contemplated by this action and has determined that it is not site-specific and consequently, the 500-foot rule found in California Code of Regulations section 18704.2(a)(1) is not applicable to this decision.-Staff is not independently aware, nor has staff been informed by any City Councilmember, of any other fact that may constitute a basis for a decision maker conflict of interest in this matter. CURRENT YEAR FISCAL IMPACT To date, only one applicant has made use of the fee suspension. The fees suspended for that project totaled $43,358.14, as detailed in the table below: . ~ ~~ Western TDIF $ ,• 6,422.14 Public Facilities DIF (PFDIF) $ 17,470.00 Park Acquisition & Development Fee (PAD) $ 19,466.00 Total $ 43,358.14 The amount suspended from collection for the Westem TDIF program has been offset by the Agency's $800,000 contribution to Third Avenue Streetscape Improvements and no additional action is required. There is no capital project offset for the Public Facilities DIF (PFDIF) or Park Acquisition & Development (PAD) fees suspended. However, there is already an existing deficiency in the PAD fund that will not be passed on to other fee payers -the additional $19,466 resulting from the fee waiver will be added to the existing deficiency that will need to be addressed by the General Fund at a future date. For the PFDIF, staff recommends reimbursing the PFDIF fund through a transfer from the General Fund in the amount shown above in order to make these funds whole while avoiding any impact to other fee payers as a result of this fee suspension program. The reimbursement to the PFDIF will be included as part of the fiscal yeaz 2013-14 proposed budget. There is no direct cost to the City of Chula Vista to join the SCIP program. When a developer or property owner seeks to participate in SCIP, they pay a $1,500 application 10-6 SEPTEMBER 25, 2012, Item / ~ Page 7 of 7 fee to CSCDA. If a project is awarded funding the property owner repays the bonds and any administrative fees over a 30-yeaz period. The bonds are limited obligation bonds, and under no circumstance is the City of Chula Vista or any other local agency pool participant liable from its general fund or from any other revenue source. ONGOING FISCAL IMPACT There is no ongoing fiscal impact. ATTACHMENTS 1 -Ordinance Rescinding Fee Suspension 2 -Resolution Terminating MOU 2a -Agreement to Terminate 3 -Resolution of Authorization 3a -Resolution of Intention 3b -Acquisition Agreement 3c-Contacts Prepared by: Janice Kluth, AICP, Senior Project Coordinator, Development Services Department ~0-~ ATTACHMENT 1 ORDINANCE NO.2012- ORDINANCE OF THE CITY OF CHULA VISTA REPEALING ORDINANCE 3181, WHICH SUSPENDED THE COLLECTION OF FEES CHARGED PURSUANT TO CHAPTERS 3.50 (DEVELOPMENT IMPACT FEES TO PAY FOR VARIOUS PUBLIC FACILITIES), 3.55 (WESTERN TRANSPORTATION DEVELOPMENT IMPACT FEES), AND 17.10 (PARKLAND AND PUBLIC FACILITIES) OF THE CHULA VISTA MUNICIPAL CODE FOR DEVELOPMENT IN THE REDEVELOPMENT PROJECT AREAS, EXCLUDING THE BAYFRONT PROJECT AREA, FOR A PERIOD OF FIVE (5) YEARS WHEREAS, in January 2011, the City Council adopted Ordinance 3181, suspending the collection of vazious development impact fees in the redevelopment project azeas for afive-year period to incentivize redevelopment in Western Chula Vista; and WHEREAS, concurrently, the City Council and the Redevelopment Agency of the City of Chula Vista ("RDA") entered into a Memorandum of Understanding ("Collection Suspension MOU") to replace any suspended fees using tax increment funds; and WHEREAS, in June 2011, the State Legislature enacted Assembly Bill 26 ("AB 26") to dissolve redevelopment agencies in the State of California and on February 1, 2012 redevelopment agencies ceased to exist and were replaced by "Successor Agencies" to wind down the affairs of the former redevelopment agencies; and WHEREAS, AB 26, including its recent amendments in AB 1484, provided that agreements made by a city that created the redevelopment agency and the redevelopment agency, subject to specified exceptions, was invalid and, as such, neither the former RDA nor the current Successor Agency can fulfill the terms of the Collection Suspension MOU; and WHEREAS, the fee collection suspension program set forth in Ordinance 3181 is not sustainable without the pledge of tax increment to backfill the development impact fee accounts; and WHEREAS, the Collection Suspension MOU will concurrently be terminated by the City and the Successor Agency; and WHEREAS, The Development Services Director has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it involves governmental administrative activities that will not result in direct or indirect physical changes to the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. NOW THEREFORE, the City of Chula Vista City Council does hereby ordain as follows: 10-8 Ordinance No. Page 2 Section I. Action City of Chula Vista Ordinance 3181 [regarding suspension of collection of specified fees] is repealed in its entirety. Section II. Construction The City Council of the City of Chula Vista intends this Ordinance to supplement, not to duplicate or contradict, applicable state and federal law and this Ordinance shall be construed in light of that intent. Section IV. Effective Date This Ordinance shall take effect and be in force on the thirtieth day after its final passage. Section V. Publication The City Clerk shall certify to the passage and adoption of this Ordinance and shall cause the same to be published or posted according to law. Presented by Gary Halbert, AICP, PE Assistant City Manager / Director of Development Services Approved as to form by Glen R. Googins City Attorney 10-9 Attachment 2 AGENCY RESOLUTION NO. . AND COUNCIL RESOLUTION NO. JOINT RESOLUTION OF THE CITY COUNCIL AND THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY FOR THE CITY OF CHULA VISTA TERMINATING THE MEMORANDUM OF UNDERSTANDING REGARDING PAYMENT FOR INFRASTRUCTURE OR CONSTRUCTION THEREOF AND APPROVAL OF AN AGREEMENT TO SUCH TERMINATION WHEREAS, in January 2011, the City Council adopted Ordinance 3181, suspending the collection of various development impact fees in the redevelopment project areas for afive-year period to incentivize redevelopment in Western Chula Vista; and WHEREAS, concurrently, the City Council and the Redevelopment Agency of the City of Chula Vista ("RDA") entered into a Memorandum of Understanding entitled "Memorandum of Understanding Regarding Payment for Infrastructure or Construction Thereof ' ("MOU") to replace the suspended fees using tax increment funds; and WHEREAS, in June 2011, the State Legislature enacted Assembly Bill 26 ("AB 26") to dissolve redevelopment agencies in the State of California and on February 1, 2012 redevelopment agencies ceased to exist and were replaced by "Successor Agencies" to wind down the affairs of the former redevelopment agencies; and WHEREAS, AB 26, including its recent amendments in AB 1484, provided that agreements made by a city that created the redevelopment agency and the redevelopment agency, subject to specified exceptions, were invalid and, as such, neither the former RDA nor the current Successor Agency can fulfill the terms of the MOU; and WHEREAS, both the City and Successor Agency desire to terminate the MOU and an agreement to so do is attached to this Resolution as Attachment A. WHEREAS, The Development Services Director has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it involves governmental administrative activities that will not result in direct or indirect physical changes to the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. 10-10 Resolution No. Page 2 NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Chula Vista and the Successor Agency to the Redevelopment Agency for the City of Chula Vista that: 1. The City Council of the City of Chula Vista and the Successor Agency to the Redevelopment Agency for the City of Chula Vista do hereby terminate the memorandum of understanding entitled, "Memorandum of Understanding Regarding Payment for Infrastructure or Construction Thereof" 2. That the City Council of the City of Chula Vista approves the attached agreement to terminate the MOU in substantially the form submitted and the City Manager is authorized to make such minor changes to the agreement as may be necessary and recommended by the City Attorney. 3. That the Successor Agency to the Redevelopment Agency for the City of Chula Vista approves the attached agreement to terminate the aforementioned MOU in substantially the form submitted and the Successor Agency's Executive Officer is authorized to make such minor changes to the agreement as may be necessary and recommended by Agency Counsel. Presented by Gary Halbert, AICP, PE Assistant City Manager/Development Service Director Approved as to form by ~~~ Gl n R. Googins City Attorney/Agency Counsel 10-11 THE ATTACHED AGREEMENT HAS BEEN REVIEWED AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON ROVAI. BY THE CITY~OUN /~~ ~I~n R. Googins ~~ ~ -~~~~ ~~~ City Attorney Dated: Z~ 1 ~ AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY FOR THE CITY OF CHULA VISTA TO TERMINATE THE MEMORANDUM OF UNDERSTANDING ENTITLED "MEMORANDUM OF UNDERSTANDING REGARDING PAYMENT FOR INFRASTRUCTURE OR CONSTRUCTION THEREOF" 10-12 Attachment 2A AGREEMENT BETWEEN CITY OF CHULA VISTA AND THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY FOR THE CITY OF CHULA VISTA TO TERMINATE THE MEMORANDUM OF UNDERSTANDING ENTITLED "MEMORANDUM OF UNDERSTANDING REGARDING PAYMENT FOR INFRASTRUCTURE OR CONSTRUCTION THEREOF" This agreement (Agreement), dated for the purposes of reference only, and effective as of the date last executed unless another date is otherwise specified is between the City and the Successor Agency to the Redevelopment Agency for the City of Chula Vista is made with reference to the following facts: RECITALS WHEREAS, in January 2011, the City Council adopted Ordinance 3181, suspending the collection of various development impact fees in the redevelopment project areas for afive-yeaz period to incentivize redevelopment in Western Chula Vista; and WHEREAS, concurrently, the City Council and the Redevelopment Agency of the City of Chula Vista (now by operation of law the Successor Agency to the Redevelopment Agency for the city of Chula Vista and hereinafter referred to as the "Successor Agency") entered into a memorandum of understanding entitled "Memorandum of Understanding Regarding Payment for Infrastructure or Construction Thereof' ("MOU") to replace the suspended fees using tax increment funds; and WHEREAS, in June 2011, the State Legislature enacted Assembly Bill 26 ("AB 26") to dissolve redevelopment agencies in the State of California and on Februazy 1, 2012 redevelopment agencies ceased to exist and were replaced by "Successor Agencies" to wind down the affairs of the former redevelopment agencies; and WHEREAS, AB 26, including its recent amendments in AB 1484, provided that agreements made by a city that created the redevelopment agency and the redevelopment agency, subject to specified exceptions, was invalid and, as such, neither the former RDA nor the current Successor Agency can fulfill the terms of the MOU; and OBLIGATORY PROVISIONS PAGES NOW, THEREFORE, the City and the Successor Agency do hereby mutually agree as follows: 1. All of the Recitals above are incorporated into this Agreement by this reference. 2. The "Memorandum of Understanding Regarding Payment for Infrastructure or Construction Thereof' dated January 11, 2011, which is hereby incorporated by reference, is hereby terminated. 3. Notwithstanding the termination stated in pazagraph 2, the Successor Agency remains liable to the City for any payments that existed or were incurred (as set forth in the aforementioned MOU) prior to the execution of this agreement. (Signature page to follow.) Page 1 10-13 SIGNATURE PAGE TO AGREEMENT BETWEEN CITY OF CHULA VISTA AND THE SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY FOR THE CITY OF CHULA VISTA TO TERMINATE THE MEMORANDUM OF UNDERSTANDING ENTITLED "MEMORANDUM OF UNDERSTANDING REGARDING PAYMENT FOR INFRASTRUCTURE OR CONSTRUCTION THEREOF" IN WITNESS WHEREOF, City and Successor Agency have executed this Agreement, indicating that they have read and understood same, and indicate their full and complete consent to its terms: Dated: City of Chula Vista By: _ Title: Attest: Donna Norris, City Clerk Approved as to form: Glen R. Googins, City Attorney Dated: Successor Agency By: _ Title: Page 2 10-14 Attachment 3 COUNCIL RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AUTHORIZING THE CITY OF CHULA VISTA TO JOIN THE STATEWIDE COMMUNITY INFRASTRUCTURE PROGRAM; AUTHORIZING THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO ACCEPT APPLICATIONS FROM PROPERTY OWNERS, CONDUCT SPECIAL ASSESSMENT PROCEEDINGS AND LEVY ASSESSMENTS WITHIN THE TERRITORY OF THE CITY OF CHULA VISTA; APPROVING FORM OF ACQUISITION AGREEMENT FOR USE WHEN APPLICABLE; AND AUTHORIZING RELATED ACTIONS WHEREAS, the California Statewide Communities Development Authority (the "Authority") is a joint exercise of powers authority the members of which include numerous cities and counties in the State of California, including the City of Chula Vista; and WHEREAS, the Authority has established the Statewide Community Infrastructure Program ("SCIP") to allow the financing of certain development impact fees (the "Fees") levied in accordance with the Mitigation Fee Act (California Government Code Sections 66000 and following) and other authority providing for the levy of fees on new development to pay for public capital improvements (collectively, the "Fee Act") through the levy of special assessments pursuant to the Municipal Improvement Act of 1913 (Streets and Highways Code Sections 10000 and following) (the "1913 Act") and the issuance of improvement bonds (the "Local Obligations") under the Improvement Bond Act of 1915 (Streets and Highways Code Sections 8500 and following) (the "1915 Act") upon the security of the unpaid special assessments; and WHEREAS, SCIP will also allow the financing of certain public capital improvements to be constructed by or on behalf of property owners for acquisition by the City of Chula Vista or another public agency (the "Improvements"); and WHEREAS, the City of Chula Vista desires to allow the owners of property being developed within its jurisdiction ("Participating Developers") to participate in SCIP and to allow the Authority to conduct assessment proceedings under the 1913 Act and to issue Local Obligations under the 1915 Act to finance Fees levied on such properties and Improvements, provided that such Participating Developers voluntarily agree to participate and consent to the levy of such assessments; and WHEREAS, in each year in which eligible property owners within the jurisdiction of the City of Chula Vista elect to be Participating Developers, the Authority will conduct assessment proceedings under the 1913 Act and issue Local Obligations under the 1915 Act to finance Fees payable by such property owners and Improvements and, at the conclusion of such proceedings, will levy special assessments on such property within the territory of the City of Chula Vista; and 10-15 Resolution No. Page 2 WHEREAS, there has been presented to this meeting a proposed form of Resolution of Intention to be adopted by the Authority in connection with such assessment proceedings (the "ROI"), a copy of which is attached hereto as Exhibit A, and the territory within which assessments may be levied for SCIP (provided that each Participating Developer consents to such assessment) shall be coterminous with the City of Chula Vista's official boundaries of record at the time of adoption of each such ROI (the "Proposed Boundaries"), and reference is hereby made to such boundaries for the plat or map required to be included in this Resolution pursuant to Section 10104 of the Streets and Highways Code; and WHEREAS, there has also been presented to this meeting a proposed form of Acquisition Agreement (the "Acquisition Agreement'), a copy of which is attached hereto as Exhibit B, to be approved as to form for use with respect to any Improvements to be constructed and installed by a Participating Developer and for which the Participating Developer requests acquisition financing as part of its SCIP application; and WHEREAS, the City of Chula Vista will not be responsible for the conduct of any assessment proceedings; the levy or collection of assessments or any required remedial action in the case of delinquencies in such assessment payments; or the issuance, sale or administration of the Local Obligations or any other bonds issued in connection with SCIP; and WHEREAS, pursuant to Government Code Section 6586.5, notice was published at least five days prior to the adoption of this resolution at a public hearing, which was duly conducted by this Council concerning the significant public benefits of SCIP and the financing of the Improvements and the public capital improvements to be paid for with the proceeds of the Fees; and WHEREAS, The Development Services Director has reviewed the proposed activity for compliance with the California Environmental Quality Act (CEQA) and has determined that the activity is not a "Project" as defined under Section 15378 of the State CEQA Guidelines because it involves governmental administrative activities that will not result in direct or indirect physical changes to the environment. Therefore, pursuant to Section 15060(c)(3) of the State CEQA Guidelines, the activity is not subject to CEQA. Thus, no environmental review is required. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Chula Vista as follows: Section 1. The City of Chula Vista hereby consents to the conduct of special assessment proceedings by the Authority in connection with SCIP pursuant to the 1913 Act and the issuance of Local Obligations under the 1915 Act on any property within the Proposed Boundaries; provided, that (1) such proceedings are conducted pursuant to one or more Resolutions of Intention in substantially the form of the ROI; and (2) the Participating Developers, who shall be the legal owners of such property, execute a written consent to the levy of assessment in connection with SCIP by the Authority and execute an assessment ballot in favor of such assessment in compliance with the requirements of Section 4 of Article XIIID of the State Constitution. 10-16 Resolution No. Page 3 Section 2. The City of Chula Vista hereby finds and declares that the issuance of bonds by the Authority in connection with SCIP will provide significant public benefits, including without limitation, savings in effective interest rate, bond preparation, bond underwriting and bond issuance costs and the more efficient delivery of local agency services to residential and commercial development within the City of Chula Vista. Section 3. The Authority has prepared and will update from time to time the "SCIP Manual of Procedures" (the "Manual"), and the City of Chula Vista will handle Fee revenues and funds for Improvements for properties participating in SLIP in accordance with the procedures set forth in the Manual. Section 4. The form of Acquisition Agreement presented to this meeting is hereby approved, and the Mayor is authorized to execute and the City Clerk is authorized to attest the execution of a completed Acquisition Agreement in substantially said form and pertaining to the Improvements being financed on behalf of the applicable Participating Developer. Section 5. The appropriate officials and staff of the City of Chula Vista are hereby authorized and directed to make SCIP applications available to all property owners who are subject to Fees for new development within the City of Chula Vista and/or who are conditioned to install Improvements and to inform such owners of their option to participate in SCIP; provided, that the Authority shall be responsible for providing such applications and related materials at its own expense. The staff persons listed on the attached Exhibit C, together with any other staff persons chosen by the City Manager from time to time, are hereby designated as the contact persons for the Authority in connection with the SCIP program. Section 6. The appropriate officials and staff of the City of Chula Vista are hereby authorized and directed to execute and deliver such closing certificates, requisitions, agreements and related documents, including but not limited to such documents as may be required by Bond Counsel in connection with the participation in SCIP of any districts, authorities or other third- party entities entitled to own Improvements and/or to levy and collect fees on new development to pay for public capital improvements within the jurisdiction of the City of Chula Vista, as are reasonably required by the Authority in accordance with the Manual to implement SCIP for Participating Developers and to evidence compliance with the requirements of federal and state law in connection with the issuance by the Authority of the Local Obligations and any other bonds for SCIP. To that end, and pursuant to Treasury Regulations Section 1.150-2, the staff persons listed on Exhibit C, or other staff person acting in the same capacity for the City of Chula Vista with respect to SCIP, are hereby authorized and designated to declare the official intent of the City of Chula Vista with respect to the public capital improvements to be paid or reimbursed through participation in SCIP. Section 7. This Resolution shall take effect immediately upon its adoption. The City Clerk is hereby authorized and directed to transmit a certified copy of this resolution to the Secretary of the Authority. 10-17 Resolution No. Page 4 Presented by Gary Halbert, AICP, PE Assistant City Manager/ Director of Development Services Approved as to form by Glens City Attorney 10-18 Attachment 3 A RESOLUTION OF INTENTION TO BE ADOPTED BY CSCDA RESOLUTION OF INTENTION OF THE CALIFORNIA STATEWIDE COMMUNITIES DEVELOPMENT AUTHORITY TO FINANCE IMPROVEMENTS AND/OR THE PAYMENT OF DEVELOPMENT IMPACT FEES FOR PUBLIC CAPITAL IMPROVEMENTS IN THE PROPOSED ASSESSMENT DISTRICT NO. (COUNTY OF SAN DIEGO, CALIFORNIA), APPROVING A PROPOSED BOUNDARY MAP, MAKING CERTAIN DECLARATIONS, FINDINGS AND DETERMINATIONS CONCERNING RELATED MATTERS, AND AUTHORIZING RELATED ACTIONS IN CONNECTION THEREWITH WHEREAS, under the authority of the Municipal Improvement Act of 1913 (the "1913 AcT'), being Division 12 (commencing with Sections 10000 and following) of the California Streets and Highways Code, the Commission (the "Commission") of the California Statewide Communities Development Authority (the "Authority") intends to finance, through its Statewide Community Infrastructure Program, the payment of certain development impact fees for public capital improvements (the "Fees") and to finance certain public capital improvements to be constructed by or on behalf of the property owner(s) and to be acquired by the City of Chula Vista or another local agency (the "Improvements"), both of which are described in Exhibit A attached hereto and by this reference incorporated herein, and all of which are of benefit to the property within the proposed Assessment District No. (County of San Diego, California) (the "Assessment District"); and WHEREAS, the Commission finds that the land specially benefited by the Fees and Improvements is shown within the boundaries of the map entitled "Proposed Boundaries of Assessment District No. (County of San Diego, California)," a copy of which map is on file with the Secretary and presented to this Commission meeting, and determines that the land within the exterior boundaries shown on the map shall be designated "Assessment District No. (County of San Diego, California)." NOW, THEREFORE, BE IT RESOLVED that the Commission of the California Statewide Communities Development Authority hereby finds, determines and resolves as follows: 1. The above recitals are true and correct, and the Commission so finds and determines. 2. Pursuant to Section 2961 of the Special Assessment Investigation, Limitation and Majority Protest Act of 1931 (the "1931 Act"), being Division 4 (commencing with Section 2800) of the California Streets and Highways Code, the Commission hereby declares its intent to comply with the requirements of the 1931 Act by complying with Part 7.5 thereof. 3. The Commission has or will designate a registered, professional engineer as Engineer of Work for this project, and hereby directs said firm to prepare the report containing the matters required by Sections 2961(b) and 10204 of the Streets and Highways Code, as supplemented by Section 4 of Article XIIID of the California Constitution. 4. The proposed boundary map of the Assessment District is hereby approved and adopted. Pursuant to Section 3111 of the California Streets and Highways Code, the Secretary of the Authority is directed to file a copy of the map in the office of the County Recorder of the County of San Diego within fifteen (15) days of the adoption of this resolution. 5. The Commission determines that the cost of the Fees and Improvements shall be specially assessed against the lots, pieces or parcels of land within the Assessment District benefiting from the payment of the Fees and the provision of the hnprovements. The Commission intends to levy a special assessment upon such lots, pieces or parcels in accordance with the special benefit to be received by each such lot, piece or parcel of land, respectively, from the payment of the Fees and the provision of the Improvements. 10-19 6. The Commission intends, pursuant to subparagraph (f) of Section 10204 of the California Streets and Highways Code, to provide for an annual assessment upon each of the pazcels of land in the proposed assessment district to pay various costs and expenses incurred from time to time by the Authority and not otherwise reimbursed to the Authority which result from the administration and collection of assessment installments or from the administration or registration of the improvement bonds and the various funds and accounts pertaining thereto. 7. Bonds representing unpaid assessments, and bearing interest at a rate not to exceed twelve percent (12%) per annum, will be issued in the manner provided by the Improvement Bond Act of 1915 (Division ] 0, Streets and Highways Code), and the last installment of the bonds shall mature not to exceed thirty (30) years from the second day of September next succeeding twelve (12) months from their date. 8. The procedure for the collection of assessments and advance retirement of bonds under the Improvement Bond Act of 1915 shall be as provided in Part 11.1, Division 10, of the Streets and Highways Code of the State of Califomia. 9. Neither the Authority nor any member agency thereof will obligate itself to advance available funds from its or their own funds or otherwise to cure any deficiency which may occur in the bond redemption fund. A determination not to obligate itself shall not prevent the Authority or any such member agency from, in its sole discretion, so advancing funds. 10. The amount of any surplus remaining in the improvement fund after payment of the Fees, acquisition of the Improvements and payment of all claims shall be distributed in accordance with the provisions of Section 10427.1 of the Streets and Highways Code. 11. To the extent any Fees aze paid to the Authority in cash with respect to property within the proposed Assessment District prior to the date of issuance of the bonds, the amounts so paid shall be reimbursed from the proceeds of the bonds to the property owner or developer that made the payment. [End of Form of Resolution of Intention] [Attach Exhibit A~lescription of development impact fees and public capital improvements. This exhibit will be prepared by Developer's Engineer, subject to SCIP review.] 10-20 Attachment 3 8 ACQUISITION AGREEMENT Recitals A. The parties to this Acquisition Ageement (the "Ageement") are the City of Chula Vista, (the "Local Agency"), and [DEVELOPER], a [here indicate type of legal entity] (the "Developer"). B. The effective date of this Ageement is , 20 C. The Developer has applied for financing of certain public capital improvements (the "Acquisition Improvements") and capital facilities fees though the Statewide Community Infrastructure Progam ("SCIP") administered by the California Statewide Communities Development Authority (the "Authority") and such application has been approved by the Local Agency. D. Under SCIP, the Authority intends to issue bonds to fund, among other things, all or a portion of the costs of the Acquisition Improvements, and the portion of the proceeds of such bonds allocable to the cost of the Acquisition Improvements to be constructed and installed by the Developer, together with interest earned thereon prior to such acquisition, is referred to herein as the "Available Amount". E. SCIP will provide financing for the acquisition by the Local Agency of the Acquisition Improvements and the payment of the Acquisition Price (as defined herein) of the Acquisition Improvements from the Available Amount. Attached hereto as Exhibit A are descriptions of the Acquisition Improvements, which descriptions are subject to modification by written amendment of this Ageement, subject to the approval of the Authority. F. The parties anticipate that, upon completion of the Acquisition Improvements and subject to the terms and conditions of this Ageement, the Local Agency will acquire such completed Acquisition hnprovements with the Available Amount. G. Any and all monetary obligations of the Local Agency azising out of this Ageement are the. special and limited obligations of the Local Agency payable only from the Available Amount, and no other funds whatsoever of the Local Agency shall be obligated therefor. H. In consideration of Recitals A through G, inclusive, and the mutual covenants, undertakings and obligations set forth below, the Local Agency and the Developer agree as stated below. Ageement ARTICLE I DEFINITIONS: ASSESSMENT DISTRICT FORMATION AND FINANCING PLAN Section 1.01. Definitions. As used herein, the following capitalized terms shall have the meanings ascribed to them below: "Acceptable Title" means free and cleaz of all monetary liens, encumbrances, assessments, whether any such item is recorded or unrecorded, and taxes, except those items which are reasonably determined by the Local Agency Engineer in his sole discretion not to interfere with the intended use and therefore are not required to be cleared from the title. 10-21 "Acquisition Improvements" shall have the meaning assigned to such term in Recital C and are described in Exhibit A. "Acquisition Price" means the amount paid to the Developer upon acquisition of all of the Acquisition Improvements as provided in Section 2.03. "Actual Cost" means the cost of construction of all of the Acquisition Improvements, as documented by the Developer to the satisfaction of the Local Agency, as certified by the Local Agency Engineer in an Actual Cost Certificate. "Actual Cost Certificate" shall mean a certificate prepared by the Developer detailing the Actual Cost of all of the Acquisition Improvement to be acquired hereunder, as revised by the Local Agency Engineer pursuant to Section 2.03. "Agreement" means this Acquisition Agreement, dated as of , 20_, provided in Section 2.03. "Assessment District" means the assessment district established by the Authority pursuant to SCIP which includes the Developer's property for which the Acquisition Improvements are being funded. "Authority" means the California Statewide Communities Development Authority. "Available Amount" means the amount of funds deposited in the Developer Acquisition Account by the Authority pursuant to SCIP, together with any interest earnings thereon. "Code" means the Streets and Highways Code of the State of California. "Developer" means [Developer], a [here indicate type of legal entity]. "[Developer] Acquisition Account" means the account by that name established by the Authority pursuant to SCIP for the purpose of paying the Acquisition Price of the Acquisition Improvements. "Local Agency" means the City of Chula Vista. "Local Agency Engineer" means the Director of Public Works of the Local Agency (the "Director") or the designee of the Director, who will be responsible for administering the acquisition of the Acquisition Improvements hereunder. "Project" means the land development program of the Developer pertaining to the Developer's property in the Assessment District, including the design and construction of the Acquisition Improvements and the other public and private improvements to be constructed by the Developer within or adjacent to the Assessment District. "SCIP" means the Statewide Community Infrastructure Program of the Authority. "SCIP Requisition" means a requisition for payment of funds from the [Developer] Acquisition Account in substantially the form attached hereto as Exhibit B. "SCIP Trust Agreement" means the Trust Agreement entered into by the Authority and the SCIP Trustee in connection with the financing for the Acquisition Improvements. 10-22 "SCIP Trustee" means Wells Fargo Bank, National Association, as trustee under the SCIP Trust Agreement. "Title Documents" means, for each Acquisition Improvement acquired hereunder, a grant deed or similar instrument necessary to transfer title to any real property or interests therein (including easements) necessary or convenient to the operation, maintenance, rehabilitation and improvement by the Local Agency of that Acquisition Improvement (including, if necessary, easements for ingress and egress) and a Bill of Sale or similar instrument evidencing transfer of title to that Acquisition Improvement (other than said real property interests) to the Local Agency, where applicable. Section 1.02. Participation in SCIP. Developer has applied for financing thorough SCIP of the Acquisition Improvements, and such application has been approved by the Local Agency. Developer and Local Agency agree that until and unless such financing is completed by the Authority and the Available Amount is deposited in the Developer Acquisition Account, neither the Developer nor the Local Agency shall have any obligations under this agreement. Developer agrees to cooperate with the Local Agency and the Authority in the completion of the SCIP financing for the Acquisition Improvements. Section 1.03. Denosit and Use of Available Amount. (a) Upon completion of the SCIP financing, the Available Amount will be deposited by the Authority in the [Developer] Acquisition Account. (b) The Authority will cause the SCIP Trustee to establish and maintain the [Developer] Acquisition Account for the purpose of holding all funds for the Acquisition Improvements. All earnings on amounts in the [Developer] Acquisition Account shall remain in the [Developer] Acquisition Account for use as provided herein and pursuant to SCIP. The amounts in the [Developer] Acquisition Account shall be withdrawn by the Local Agency in accordance with SCIP procedures upon completion of the Acquisition Improvements within 30 days (or as soon thereafter as reasonably practicable) of receipt by the Local Agency of the certification of the Local Agency Engineer required by Section 2.03 of this Agreement, and subject to satisfaction of all other conditions precedent to such acquisition pursuant.to Section 2.04 of this Agreement, to pay the Acquisition Price of such completed Acquisition Improvements, as specified in Article II hereof. Upon completion of all of the Acquisition Improvements and the payment of all costs thereof, any remaining funds in the [Developer] Acquisition Account (less any amount determined by the Local Agency as necessary to reserve for claims against such account) (i) shall be applied to pay the costs of any additional improvements eligible for acquisition with respect to the Project as approved by the Authority and, to the extent not so used, (ii) shall be applied by the Authority as provided in Section 10427.1 of the Code to pay a portion of the assessments levied on the Project property in the Assessment District. Section 1.04. No Local AQency Liability; Local Agency Discretion; No Effect on Other AA~rreements. In no event shall any actual or alleged act by the Local Agency or any actual or alleged omission or failure to act by the Local Agency with respect to SCIP subject the Local Agency to monetary liability therefor. Further, nothing in this Agreement shall be construed as affecting the Developer's or the Local Agency's duty to perform their respective obligations under any other agreements, public improvement standards, land use regulations or subdivision requirements related to the Project, which obligations are and shall remain independent of the Developer's and the Local Agency's rights and obligations under this Agreement. ARTICLE II 10-23 DESTGN, CONSTRUCTION AND ACQUISITION OF ACQUISITION IMPROVEMENTS Section 2.01. Lettine and Administering Design Contracts. The parties presently anticipate that the Developer has awarded and administered or will award and administer engineering design contracts for the Acquisition Improvements to be acquired from Developer. All eligible expenditures of the Developer for design engineering and related costs in connection with the Acquisition Improvements (whether as an advance tp the Local Agency or directly to the design consultant) shall be reimbursed at the time of acquisition of such Acquisition Improvements. The Developer shall be entitled to reimbursement for any design costs of the Acquisition Improvements only out of the Acquisition Price as provided in Section 2.03 and shall not be entitled to any payment for design costs independent of or prior to the acquisition of Acquisition Improvements. Section 2.02. Lettine and Administration of Construction Contracts. State law requires that all Acquisition Improvements shall be constructed as if they were constructed under the direction and supervision of the Local Agency. In order to assure compliance with those provisions, except for any contracts entered into prior to the date hereof, Developer agrees to comply with the guidelines of the Local Agency for letting and administering said contracts. The Developer agrees that all such contracts shall call for payment of prevailing wages as required by the Labor Code of the State of California. Section 2.03. Sale of Acquisition Improvements. The Developer agrees to sell to the Local Agency the Acquisition Improvements to be constructed by Developer (including any rights-of--way or other easements necessary for the operation and maintenance of the Acquisition Improvements, to the extent not already publicly owned) when such Acquisition Improvements are completed to the satisfaction of the Local Agency for an amount not to exceed the lesser of (i) the Available Amount or (ii) the Actual Cost of the Acquisition Improvements. Exhibit A, attached hereto and incorporated herein, contains a list of each Acquisition Improvement. At the time of completion of each Acquisition Improvement, the Developer shall deliver to the Local Agency Engineer a written request for acquisition, accompanied by an Actual Cost Certificate and executed Title Documents for the transfer of the Acquisition Improvement, where necessary. In the event that the Local Agency Engineer finds that the supporting paperwork submitted by the Developer fails to demonstrate the required relationship between the subject Actual Cost and the related Acquisition Improvement, the Local Agency Engineer shall advise the Developer that the determination of the Actual Cost (or the ineligible portion thereof) has been disallowed and shall request further documentation from the Developer. If such further documentation is still not adequate, the Local Agency Engineer may revise the Actual Cost Certificate to delete any disallowed items, and such determination shall be final and conclusive. In the event that the Actual Cost is in excess of the Available Amount, the Local Agency shall withdraw the Available Amount from the [Developer] Acquisition Account and transfer said amount to the Developer. In the event that the Actual Cost is less than the Available Amount, the Local Agency shall withdraw an amount from the [Developer] Acquisition Account equal to the Actual Cost, and shall transfer said amount to the Developer. Any amounts then remaining in the [Developer] Acquisition Account shall be applied as provided in Section 1.03. In no event shall the Local Agency be required to pay the Developer more than the amount on deposit in the [Developer] Acquisition Account at the time such payment is requested. Section 2.04. Conditions Precedent to Payment of Acquisition Price. Payment by the Local Agency to the Developer from the [Developer] Acquisition Account of the Acquisition Price for an Acquisition Improvement shall be conditioned first upon the determination of the Local Agency Engineer, pursuant to Section 2.03, that such Acquisition Improvement is al] complete and ready for acceptance by 10-24 the Local Agency, and shall be further conditioned upon prior satisfaction of the following additional conditions precedent: (a) The Developer shall have provided the Local Agency with lien releases or other similar documentation satisfactory to the Local Agency as evidence that the property which is subject to the special assessment liens of the Assessment District is not subject to any prospective mechanics lien claim respecting the Acquisition hmprovements. (b) The Developer shall be current in the payment of all due and payable property taxes and installments for the special assessments of the Assessment District on property owned by the Developer or under option to the Developer. (c) The Developer shall certify that it is not in default with respect to any loan secured by any interest in the Project. (d) The Developer shall have provided the Local Agency with Title Documents needed to provide the Local Agency with title to the site, right-of--way, or easement upon which the subject Acquisition Improvements are situated. All such Title Documents shall be in a form acceptable to the Local Agency (or applicable governmental agency) and shall convey Acceptable Title. The Developer shall provide a policy of title insurance as of the date of transfer in a form acceptable to the Local Agency Engineer insuring the Local Agency as to the interests acquired in connection with the acquisition of any interest for which such a policy of title insurance is not required by another agreement between the Local Agency and the Developer. Each title insurance policy required hereunder shall be in the amount equal to or greater than the Acquisition Price. Section 2.05. SCIP Requisition. Upon a determination by the Local Agency Engineer to pay the Acquisition Price of the Acquisition Improvements pursuant to Section 2.04, the Local Agency Engineer shall cause a SCIP Requisition to be submitted to the SLIP Trustee and the SCIP Trustee shall make payment directly to the Developer of such amount pursuant to the SCIP Trust Agreement. The Local Agency and the Developer acknowledge and agree that the SCIP Trustee shall make payment strictly in accordance with the SCII' Requisition and shall not be required to determine whether or not the Acquisition hmprovements have been completed or what the Actual Costs may be with respect to such Acquisition Improvements. The SCIP Trustee shall be entitled to rely on the SCIP Requisition on its face without any further duty of investigation. ARTICLE III MISCELLANEOUS Section 3.01. Indemnification and Hold Harmless. The Developer hereby assumes the defense of, and indemnifies and saves harmless the Local Agency, the Authority, and each of its respective officers, directors, employees and agents, from and against all actions, damages, claims, losses or expenses of every type and description to which they may be subjected or put, by reason of, or resulting from or alleged to have resulted from the acts or omissions of the Developer or its agents and employees in the performance of this Agreement, or arising out of any contract for the design, engineering and construction of the Acquisition Improvements or arising out of any alleged misstatements of fact or alleged omission of a material fact made by the Developer, its officers, directors, employees or agents to the Authority's underwriter, financial advisor, appraiser, district engineer or bond counsel or regarding the Developer, its proposed developments, its property ownership and its contractual arrangements contained in the official statement relating to the SCIP financing (provided that the Developer shall have been furnished a copy of such official statement and shall not have objected thereto); and provided, further, that nothing in this 10-25 Section 3.01 shall limit in any manner the Local Agency's rights against any of the Developer's architects, engineers, contractors or other consultants. Except as set forth in this Section 3.01, no provision of this Agreement shall in any way limit the extent of the responsibility of the Developer for payment of damages resulting from the operations of the Developer, its agents and employees. Nothing in this Section 3.01 shall be understood or construed to mean that the Developer agrees to indemnify the Local Agency, the Authority or any of its respective officers, directors, employees or agents, for any negligent or wrongful acts or omissions to act of the Local Agency, Authority its officers, employees, agents or any consultants or contractors. Section 3.02. Audit. The Local Agency shall have the right, during normal business hours and upon the giving often days' written notice to the Developer, to review all books and records of the Developer pertaining to costs and expenses incurred by the Developer (for which the Developer seeks reimbursement) in constructing the Acquisition Improvements. Secfion 3.03. Cooperation. The Local Agency and the Developer agree to cooperate with respect to the completion of the SCIP financing for the Acquisition Improvements. The Local Agency and the Developer agree to meet in good faith to resolve any differences on future matters which are not specifically covered by this Agreement. Section 3.04. General Standazd of Reasonableness. Any provision of this Agreement which requires the consent, approval or acceptance of either party hereto or any of their respective employees, officers or agents shall be deemed to require that such consent, approval or acceptance not be unreasonably withheld or delayed, unless such provision expressly incorporates a different standazd. The foregoing provision shall not apply to provisions in the Agreement which provide for decisions to be in the sole discretion of the party making the decision. Section 3.05. Third Party Beneficiaries. The Authority and its officers, employees, agents or any consultants or contractors are expressly deemed third party beneficiaries of this Agreement with respect to the provisions of Section 3.01. It is expressly agreed that, except for the Authority with respect to the provisions of Section 3.01, there are no third party beneficiazies of this Agreement, including without limitation any owners of bonds, any of the Local Agency's or the Developer's contractors for the Acquisition Improvements and any of the Local Agency's, the Authority's or the Developer's agents and employees. Section 3.06. Conflict with Other Aereements. Nothing contained herein shall be construed as releasing the Developer or the Local Agency from any condition of development or requirement imposed by any other agreement between the Local Agency and the Developer, and, in the event of a conflicting provision, such other agreement shall prevail unless such conflicting provision is specifically waived or modified in writing by the Local Agency and the Developer. Section 3.07. Notices. All invoices for payment, reports, other communication and notices relating to this Agreement shall be mailed to: If to the Local Aeenc Director of Public Works [Address] If to the Developer: 10-26 [Developer] [Address tp Come] Either parry may change its address by giving notice in writing to the other party. Section 3.08. Severability. if any part of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. Section 3.09. Governin¢ Law. This Agreement and any dispute arising hereunder shall be governed by and interpreted in accordance with the laws of the State of California. Section 3.10. Waiver. Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, or the failure by a party to exercise its rights upon the default of the other party, shall not Constitute a waiver of such party's right to insist and demand strict compliance by the other party with the terms of this Agreement. Section 3.11. Sin¢ular and Plural; Gender. As used herein, the singular of any word includes the plural, and terms in the masculine gender shall include the feminine. Section 3.12. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. Section 3.13. Successors and Assiens. This Agreement is binding upon the heirs, assigns and successors-in-interest of the parties hereto. The Developer may not assign its rights or obligations hereunder, except to successors-in-interest to the property within the District, without the prior written consent of the Local Agency. Section 3.14. Remedies in General It is acknowledged by the parties that the Local Agency would not have entered into this Agreement if it were to be liable in damages under or with respect to this Agreement or the application thereof, other than for the payment to the Developer of any (i) moneys owing to the Developer hereunder, or (ii) moneys paid by the Developer pursuant to the provisions hereof which aze misappropriated or improperly obtained, withheld or applied by the Local Agency. In general, each of the parties hereto may pursue any remedy at law or equity available for the breach of any provision of this Agreement, except that the Local Agency shall not be liable in damages to the Developer, or to any assignee or transferee of the Developer other than for the payments to the Developer specified in the preceding pazagraph. Subject to the foregoing, the Developer covenants not to sue for or claim any damages for any alleged breach of, or dispute which arises out of, this Agreement. [THE REST OF THIS PAGE INTENTIONALLY LEFT BLANK] 10-27 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written above. By MayorBoard Chair ATTEST: City Clerk By [DEVELOPER], a [here indicate type of legal entity] By (Signature) (Print Name) 10-28 Exhibit A to Acquisition Agreement DESCRIPTION OF ACQUISITION IMPROVEMENTS AND BUDGETED AMOUNTS ACOUISITION IMPROVEMENTS BUDGETED AMOUNTS 1. $ 2. 3. 4. 10-29 Exhibit B to Acquisition Agreement FORM OF SCIP REQUISITION To: Bond Logistix LLC SCIP Progam Administrator 777 S. Figueroa St., Suite 3200 Los Angeles, California 90017 Attention: Daniel Chang Fax:213-612-2499 Re: Statewide Community Infrastructure Program The undersigned, a duly authorized officer of the [DEVELOPER] ACQUISITION ACCOUNT, as follows: hereby requests a withdrawal from the Request Date: [Insert Date of Request] Name of Developer: [Developer] Withdrawal Amount [Insert Acquisition Price] Acquisition Improvements: [Insert Description of Acquisition Improvement(s) from Ex. A] Payment Instructions: [Insert Wire Instructions or Payment Address for Developer] The undersigned hereby certifies as follows: 1. The Withdrawal is being made in accordance with a permitted use of such monies pursuant to the Acquisition Agreement, and the Withdrawal is not being made for the purpose of reinvestment. 2. None of the items for which payment is requested have been reimbursed previously from other sources of funds. 3. If the Withdrawal Amount is greater than the funds held in the [Developer] Acquisition Account, the SCII' Program Administrator is authorized to amend the amount requested to be equal to the amount of such funds. 4. To the extent the Withdrawal is being made prior to the date bonds have been issued on behalf of SCIP, this withdrawal form serves as the declazation of ofScial intent of the pursuant to Treasury Regulations 1.150-2, to reimburse with respect expenditures made from the Developer Acquisition Account listed above in the amount listed above. By: Title: 10 10-30 Attachment 3 C EXHIBIT C TO SCIP RESOLUTION CITY OF CHULA VISTA CONTACTS FOR SCIP PROGRAM Primary Contact Name: Janice Kluth Title: Senior Project Coordinator Mailing Address: 276 Fourth Avenue Delivery Address (if different): E-mail: jkluth@chulavistaca.gov Telephone: 619-691-5022 Fax: 619-585-5698 Secondary Contact Name: Maria Kachadoorian Title: Director of Finance Mailing Address: 276 Fourth Avenue, Chula Vista, CA 91910 Delivery Address (if different): E-mail: mkachadoorian@chulavistaca.gov Telephone: 619-409-5 818 Fax: 619-585-5685 [Add additional contacts as needed] 1 10-31