RES-2014-169 IZESOLUTION N0.2014-169
A RESOLUTlON OF THE CIT�' COUNCiL OF THE CIT�' OF
ANAHEIM AUTHOKIZING REVISIONS TO TWO
COOPERATION AGREEMENTS (LAB DDA AND
�ROOKFIELD DDAS) BY AND BETWEEN THE CITY OF
ANAHEIM AND THE SUCCESSOR ACTENCY TO THE
ANAHEIM REDE\�ELOPMENT AGENCY AND MAKING
CERTAIN FINDINGS IN ACCORDANCE THEREWITH
WHEREAS, the City of Anaheim ("City") is a municipal corporation and charter city
organized and operating under the laws of the State of California; and
WHEREAS, the Successor Agency to the Anaheim Redevelapment Agency ("Successor
A�reney") is a public entity corporate and politic, organized and operating under Part 1.55 of
Division 24 of the Dissolution Act (as derii�ed below); and
WHEREAS, the Anaheim Redevelopmellt Agency ("former Agency") previously was a
California public body, corporate and politic, duly forn�ed by the Cit_y Council of the City ("City
Council") and organized, existing and exercisin� the powers of a community redevelopment
agency under the California Community Redevelopment La��, Healti� & Safety Code Section
33000, et seq.; and
WHEREAS, Assembly Bi11 xl 26 ("AB xl ?6") chaptered and effective on June 27, 2011
added Parts 1.8 and 1.85 to Division 24 of the California Health & Safety Code and which laws
were modified, in part, and determined constitutionaI by the California Supreme Court in the
petition Califo�°nia Redevelopn2ent ,4ssociatiori, et al. v. Arra Matosantos, et al., Case
No. 5194861 ("Matosczrazos Decision"), which laws and court opinion caused the dissolutioil of
all redevelopment agencies and winding down of the affairs of former redevelopment agencies;
thereafter, such la.ws were amended further by Assembly Bill 1484 ("A.B 1484") that was
chaptered and effective on June 27, 2012 (togetller AB x1 26, the Matosantos Decision, and
AB 1484 are referred to as the "Dissolution Act"); and
WHEREAS, as of February l, 2012, the former Agency became a dissolved community
redevelopment agency pursuant to the Dissolution Act; arld
WHEREAS, as of and on and after February 1, 201?, the Successor Agencv is �
performin� its functions as the successor a�ency under the Dissolution Act to administer the
enforceable obligations of the former A��eilcy and is engaged in activities necessary and
appropriate to wind down the activities of the former Agency s Aiiaheim Merged
Redevelopment Project that was ori�inally adopted and amended hy ordinances of the Citv
Gouncil, and otherwise unwind the former Agency's affairs, all subject to the review and
approva] by a seven-member Oversi�ht Boai formed thereunder: and
WHEREAS, Section 341?3(h) of the Dissolution Act authorizes the City to "loan or �rant
funds to [the Successor A�ency] for ac3ministrative. costs, enfarceable obligations, ar pro}ect-
related expenses at the [City's] discretion, bu� the receipt and use of these. funds shall be reflected
DOCSOC! 1(78263v I i300391-Q000
on the Recog Obli�ration Payment Schedule or the� administrative budget anci thea are
subject to the oversight and approval of the oversiglit board. An enforceable obligation sllall be.
deemed to be created for tl�e, repa_yment of tl3ose loans"; and
WHEREAS as authorized bv and pursuant to Section 34173(h} of the Dissolution Act,
tl�e City Council approved (1) a Cooperatioll Agreement� ���ith the Successor Agency to provide a
loan to the Successor A�ency for certain payments r under a Disposition and
Devetopmenf Agreement with LAB Holding, LLC ("LAB Cooperatioi� A�reement"), which
LAB Cooperation Agreement was approved by Kesolution No. 2013-0�8 on February 5, 20I3,
ai�d (Z) a Cooperation At;reement with the Successor A�rency to provide a loan to the, Successor
A,ency far certain payments required under multiple Disposition and De��elopment A�,neements
witl� af'iliates of Brookfield Residential Properties Inc. ("Brookfield Cooperation A�reement"),
which Broolcfield Cooperation Agreement was approved by minute action of the City Council oi�
Mav 14, 2013; and; and
WHEREAS, t-hc fonns of the LAB Gooperation A�reement and the Brookfield
Cooperation Agreement (together, the "AQreements") previously approved by the City Council
providEd for inter�st on the City's loans to tl�e Successor Agenc�� (collectivel}�, the "City Loans"}
and included default ai�d attorneys' fees provisions; and
WHEREAS, the Citv Council is informed that the California Department of Finance
("DOF") will not approve loan a�reements 6etwe;n the City ai�d Successor Agency entered into
pursuant tc� Section 34173(h} of the Dissolution Act if sueh agreements include provisions for tl�e
payment of interest or any penaities for default or nonpayment; and
WHEREAS, alihouah the City is not aware of any statute or other legal authoritv
prohibitin� the imposition of an inierest rate or inclusian of default provisions or at�orneys' fee
provisions in ]oan agreements authorized pursuant to Section 34I83(1�) of the Dissolution Act,
the City Council desires to increase the lilcelihood of DOF approva] of the A�reements a��d, in
furthcrance of such goal, desires to authorize the City's Community Deveiopment Director to
modify the Agreeinents to remove all provisions providing for tl�e imposition of interest and
addressing defaults aild attarneys' fees.
NOW, THEREFORE, BE IT RESOLVE:D BY T�iE CITY COUNCIL OF THE CITY
OF ANAHEIM AS FOLLO�'S:
Section 1. The foregoinb recitals are incoiporated into t11is Resolution by this
reference, asld constitute a material part of this Resolution.
Sectiou 2. Thc City Council herebv autborizes the Coinmunity Development Director
(or his duly authorized representative}, witl� ti�e concurrence of the Executive Director of the
Successor Agency and the City Atton�ey, to modify the fornl of tl7e Agreenlents to remove ali
provisions providing for the imposition of interest and adcfressit�g defaults and attorne}�s' fees
and to otherwise �modify the A�reements as appropriate to encoura�e DOF approval thereof.
Section 3. In addition to the aut��ority provided in Section 2, the Communiry
Development Director and flle Citv Clerk are liereby authorized to execute and attest the Agreenlents
oi� behalf of tl�e City. li� such regard, the Conlmunitv Dev�lopment Dii (or his duly authorized
�
DOCSOC/ 167b?63v I i200391-0000 �
representative) is aut.l�orized to sign thc final version of the� A�reemcnts after conlpletion of anv such
non-substantive, ininor revisions. Copies of the final fonn of the AQreenlenes, when duly eaecuted
and atzestec�, shail be placed on file in the office of the City Clerlc. Further, tlie Community
Development Director (or his duly authoriaed representative) is authorized to iinplernent the
A�reements and take al'1 further actions and execute all� documents r�ferez�ced tl�erein andior
necessa� aild ap�ropriate to make the City Loans (defined in eacb of the A�reen�ents) and otherwise
canv out the transaction contemplated b}�' tl�� A�reements. The Co��lnsunity Development Direetor
(or his duly authorized representative) is hereby authoi to tbe extei�t necessar�� daring th^.;
iinplementation of the A�reements to make technical or minor clianges and interpretations thereto
aftei° execution, as necessary to properly impleme�nt and carry out the Agreements, provided any ancl
all such chanaes shall not in anv manner materiall�� affect the rights and obligations of the Cit.y or the
maYi�um amounts of'the City Loans provided under the A�reements approved hereby.
Section 4. ln addition to tl�e authorization of Section ? above, the Communit_y
Development Director is l�ereby authorized. on behalf of the City, to si�n all other documents
necessarv or appropriate to carry out and implement tl�:, A��-eements, iilcluding causin� th�
issuance of warrants in implemei7tation thereto, and to adininistEr the Gity's obligations,
1 and duties to be perfornled under the Agreements.
Section �. The City Council recognizes that the Agreements are and will be subject to
review and approval by the Oversight Board to the Successor A�ency and the, State of California,
Department of Finanee pursuant to tl�e Dissolution Act, in this regard the City Council authorizes
transniittal of the A� and any other related doci.ui�en[atior� required and the posiing of a true
copy of the Agreements on the Successor Agency website.
Section 6. The City Clerk shall certify to the adoptioi� of this Resolution.
(Reniainder of page intentionaldy left blank; signatures on lzext page)
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DOCSOCi } 678263v I !200391-0000
THE FOREGOING RESOLLITION is approved anc3 adopted b�� the Citv Council of tl�e
City of Anahein� this23rd day ofSeptember , 2014, b�� tll� followin� roll call vote:
AYES: Mayor Tait, Council Members Eastman, Murray, Brandman and Kring
NOES: �ne
ABSENT: None
ABSTA[N: None
CITl' OF ANAHElA�1
r
By: '
M YOR OF TH CITY OF ANAHEIM
ATTEST:
CITY CLERI< OF THE CITY OF ANAHEIM
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UOCSOC/ 1678263v 1!200341-OQ00