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ARA1995-04 RESOLUTION NO. ~95-4 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM APPROVING THE COOPERATION AGREEMENT BY AND BETWEEN THE CITY AND THE ANAHEIM REDEVELOPMENT AGENCY WHEREAS, the Anaheim Redevelopment Agency (the "Agency") is authorized pursuant to Health and Safety Code Section 33444.5 to loan funds to owners or tenants for the purpose of rehabilitating commercial buildings or structures within the redevelopment project areas which are administered by the Agency; and WHEREAS, in order to carry out and implement the Redevelopment Plan for the Redevelopment Project Alpha, the Agency and Fry's Electronics, Inc., a California corporation (the "Participant"), propose to enter into an Owner Participation Agreement (the "OPA"), which OPA among other things provides that the Agency will make a loan to the Participant (the "Agency Rehabilitation Loan") for the purpose of rehabilitating the improvements located on that certain real property located at 3370 East La Palina (the "Site") and the operation of a retail computer and electronics store thereon (the "Facility"); and WHEREAS, the Site has been previously developed for urban use; and WHEREAS, the Participant has entered into an agreement to purchase the Site; and WHEREAS, the Agency Rehabilitation Loan is payable to the Participant in annual disbursements, but the Agency's obligation to make such annual disbursements is contingent upon the occurrence of specified conditions; among the conditions precedent to disbursement of Agency Rehabilitation Loan proceeds are certain conditions which must be satisfied each year, and which are not certain to occur, including the operation of the Facility for the entire preceding one year period as a retail computer and electronics store in accordance with use covenants set forth in the OPA, and the Facility's generation of not less than Twenty Million Dollars ($20,000,000) in taxable sales during the preceding one year period; and WHEREAS, the amount of each annual disbursement of the Agency Rehabilitation Loan is established at one-half of the sales and use taxes actually received by the City in the previous one year period which are attributable to the Facility; such calculation is intended both to establish the annual payment at an amount which is reasonably related to the consideration provided by the Participant and received by the City and Agency during each such one year period, and also to help ensure the availability of sufficient funds in the City's accounts to make such annual payment; and in no event may the Agency's obligation to make the Agency Rehabilitation Loan under the OPA be accelerated or made payable in a lump sum payment; and WHEREAS, the Agency and the City of Anaheim (the "City") propose to enter into a Cooperation Agreement (the "Cooperation Agreement") under which the City will agree to pay to the Agency all of the funds which are necessary to make all disbursements of the Agency Rehabilitation Loan required under the OPA; and WHEREAS, the Agency's obligation to disburse the Agency Rehabilitation Loan is conditioned upon the City and the Agency entering into the Cooperation Agreement for the City to F:\DOCS\DEVSVCS\RESOLUTN\KCR5322A. DOC pay to or on behalf of the Agency the annual Agency Rehabilitation Loan disbursements, as such disbursements become due and payable to the Participant; and WHEREAS, the OPA further requires that the OPA and the Cooperation Agreement be validated by a court of competent jurisdiction; and WHEREAS, the Agency and the City have prepared an initial study pursuant to the California Environmental Quality Act ("CEQA") with respect to the rehabilitation and operation of the Facility pursuant to the terms of the proposed OPA, and such initial study identified potentially significant effects but mitigation measures agreed to by the Participant would mitigate the effects to a point where clearly no significant effects would occur, and on that basis the Agency and City have proposed the adoption of a mitigated negative declaration; and WHEREAS, the City Council has duly considered all terms and conditions of the proposed Cooperation Agreement and believes that the Cooperation Agreement is in the best interests of the City and the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable State and local law requirements. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF ANAHEIM DOES RESOLVE AS FOLLOWS: Section 1. The City Council hereby finds and determines that, on the basis of the initial study and any comments received with respect thereto, the proposed rehabilitation of the Site and operation of the Facility pursuant to the OPA would not have a significant effect on the environment, and on that basis approves the proposed mitigated negative declaration. The City Clerk is authorized and directed to file a Notice of Determination pursuant to the provisions of CEQA. Section 2. The Cooperation Agreement is approved. The Mayor is hereby authorized to execute the Cooperation Agreement on behalf of the City. A copy of the Cooperation Agreement when executed by the City shall be placed on file in the office of the City Clerk. Section 3. The City Manager (or his designee) is hereby authorized, on behalf of the City, to sign all documents necessary and appropriate to carry out and implement the Cooperation Agreement and to administer the City's obligations, responsibilities and duties to be performed under the Cooperation Agreement. Section 4. The City Clerk shall certify to the adoption of this Resolution. F:\DOCS\DEVSVCS\RESOLUTN\KCR5322A. DOC PASSED, APPROVED AND ADOPTED, ~is 28t~ day of March, 1995. CITY COUNCIL OF THE CITY OF ANAHEIM Mayor Secretary F:\DOCS\DEV§VC$\RE$OLUTN\KCR5322A. DOC STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, LEONORA N. SOHL, Secretary of the Anaheim Redevelopment Agency, do hereby certify that the foregoing Resolution No. ARA95-4 was passed and adopted at a regular meeting of the Anaheim Redevelopment Agency held on the 28th day of March, 1995, by the following vote of the members thereof: AYES: CHAIRMAN/AGENCY: Lopez, Zemel, Feldhaus, Daly NOES: CHAIRMAN/AGENCY: Tait ABSENT: CHAIRMAN/AGENCY: None AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment Agency signed said Resolution No. ARA95-4 on the 28th day of March, 1995. IN WITNESS WHEREOF, I have hereunto set my hand and seal this 28th day of March, 1995. SECRETARY OF THE ANAHEIM REDEVELOPMENT AGENCY (SEAL)