ARA1993-24RESOLUTION NO. ARA93-24
A RESOLUTION OF THE ANAHEIM REDEVELOPMENT AGENCY
AUTHORIZING EXECUTION OF AGREEMENTS BY AND AMONG THE
ANAHEIM REDEVELOPMENT AGENCY AND TAXING ENTITIES AFFECTED
BY THE PROPOSED REDEVEEOPMENT PLAN FOR THE BROOKHURST
__
COMMERCIAL CORRIDOR REDEVELOPMENT PROJECT
WHEREAS, the Anaheim Community Redevelopment Commission (the
"Commission") has properly noticed and scheduled a joint public hearing with the City
Council of the City of Anaheim (the "Council") and the Anaheim Redevelopment Agency
(the "Agency") to consider the proposed Redevelopment Plan for the Brookhurst
Commercial Corridor Project Area (the "Project"); and
WHEREAS, the Plan includes provisions for tax increment financing; and
WHEREAS, based upon information presented on behalf of the affected taxing
entities (the "taxing entities"), it appears that the Plan, if approved, may cause a financial
burden or detriment to the taxing entities and that certain payments are necessary to
alleviate such financial burden or detriment pursuant to Section 33401 of the California
Community Redevelopment Law (CCRL); and
WHEREAS, the taxing entities are scheduling, or have scheduled, for approval
certain tax sharing agreements, the terms and conditions in substantially the same form as
set forth in the attached agreements by and between the Anaheim Redevelopment Agency
and the County sanitation District No. 3 (Attachment A), the Orange County Vector
Control District (Attachment B), the Orange County Water District (Attachment C), the
North Orange County Community College District (Attachment D), the Orange County
Superintendent of Schools (Attachment E), the Anaheim Union High School District
(Attachment F), and the Magnolia Elementary School District (Attachment G), and
incorporated herein by reference and which provide for certain payments to the taxing
entities, which payments will alleviate any adverse fiscal impact on the taxing entities
resulting from the Plan.
NOW THEREFORE, BE IT RESOLVED by the Anaheim Redevelopment
Agency as follows:
1. The Agency finds that, if approved, the Plan may cause a financial burden
to the taxing entities and that the payments as are provided for in the attached agreements
are necessary to alleviate the financial burden or detriment of the taxing entities identified
therein.
F:\DOCSXDEVSVCShMEMOSXBHM 111 gA. DOC
are necessary to alleviate the financial burden or detriment of the taxing entities identified
therein.
2. the Agency hereby approves the terms and conditions to be set forth in the
agreements, provided that the Executive Director of the Agency is hereby authorized to
make such revisions, modifications or additions, all in conformance with the form and
substance of the agreements, as are necessary to cause the execution of such Agreements
by the taxing entities and to execute on behalf of the Agency such agreements.
PASSED, APPROVED AND ADOPTED on this 30 day of November ~ 1993.
ATTEST:
SECRETARY
F:~DOCSXDEVSVCS~tEMOSXBHM 111 SA. 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. ARA93-24 was passed and adopted at a regular meeting of the Anaheim Redevelopment Agency
held on the 30th day of November, 1993, by the following vote of the members thereof:
AYES: AGENCY MEMBERS: Feldhaus, Simpson, Pickler, Hunter, Daly
NOES: AGENCY MEMBERS: None
ABSENT: AGENCY MEMBERS: None
AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment Agency signed said Resolution
No. ARA93-24 on the 1st day of December, 1993.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this 1st day of December, 1993.
SECRETARY OF THE ANAHEIM REDEVELOPMENT AGENCY
(SEAL)
IUI)T_~CttMENT "A"
AGREEMENT I~Y AND BETWEEN THE
COUNTY SANITATION DISTRICT NO. 3 AND
TtIE ANAtIEIM REDEVELOPMENT AGENCY CONCERNING
THE PROPOSED BROOK}IURST COMMERCIAL CORRIDOR
REDEVELOPME~ PROJECT
THIS AGREEMENT (this "Agreement") is entered into on the day of
, 1993 (the "Effective Date"), by and between COUNTY SANITATION
DISTRICT NO. 3 OF ORANGE COUNTY, CALIFORNIA (the 'District"), and the ANAHEIM
REDEVELOPMENT AGENCY, a public body corporate and politic (the "Agency").
ItECITALS
A. The Agency is a redevelopment agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been authorized to transact business and exercise the powers of a redevelopment
agency pursuant to action of the City Council of the City of Anaheim (the "City Council").
B. The Agency is presently prot:essing a Redevelopment Plan (the "Plan") for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the "Project").
C. The proposed Plan contains l)rovisions authorizing the allocation to the Agency of
property tax revenues derived /'rom prope~, located within the Redevelopment Project Area
pursuant to California Health and Safety Code Section 33670(b).
D. The District is an affected ta'dng entity, as defined in Section 33353.2 of the
Health and Safety Code, which has general purpose and special bonded indebtedness ad valorem
property taxes levied on its behalf by the Ctmnty of Orange on certain areas which, in the event
an ordinance were approved adopting the Plan, would be included in the Redevelopment Project
Area.
E. Section 33401 of the Health and Safety Code authorizes the Agency to pay an
affected taxing entity with territory within rite Redevelopment Project Area that mnount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. The Agency has found and determined that, in lhe event that the Plan is adopted;
it would be appropriate to alleviate that financial burden or detriment caused to the District by the
Plan by paying to the District certain monie.; consistent with Section 1.2 of this Agreement, all in
accordance with Section 33401 of the Healtt~ and Safety Code, to be used for the furthering of
the District's facilities and services which b,:nefit the Project and the community.
G. The District and fl~e Agency desire, to resolve and settle, once ,trod for all times,
all present, past and future controversies, claims, causes of action or purported causes of action,
differences or disputes, both real and potential, ensuing against the City of Anaheim ("City") and
the Agency in relationship to the Project and the Plan.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises and
covenants contained herein, the parties ag~'ee as follows:
Section 1. Distribution of Tax Increment.
1.1 Definitions. For purposes of this Agreement, the following terms will
have the stated definitions:
(a) "Bonded Imtebtedness" shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the furtherance of the Plan pursuant to Ar~:icle 5 (commencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment Law.
(b) "County" means the County of Orange, California.
(c) "District's Share" shall mean that portion of Tax Increment
allocated to and received by the Agency pursuant to Health and :Safety Code :Section 33670Co)
resulting from the general purpose tax levy of the District that, had the Plan not been adopted,
would be allocated and paid to the Districl from the Redevelopment Project Area for the benefit
of the District's General Fund, as computed by the County Auditor-Controller, in accordance
with the applicable provisions of the California Revenue and Taxation Code.
(d)
the following June 30.
"Fiscal Year" shall mean the period from July 1 to and including
(e) "Ordinance~ shall mean the ordinance approving the Plan.
(0 'Redevelop~nent Project Area" means the property within the
boundaries of the proposed Brookhurst Commercial Corridor Redevelopment Project.
(g) "Tax Increment" shall mean that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-1994 base year assessed
valuation, which tax revenues are allocated and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from the Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those taxes collected as a result of the one percent (I %) levy
allowed under Article XIIIA of the Califo~'nia Constitution. The following shall not be deemed to
be Tax Increment tbr the purposes of this Agreement:
(1) The amount the Agency is required to set aside for the
purpose of low- to moderate-income housing pursuant to Health and Safety Code Section
33334.2, or a successor statute; and
7]?7 I t~t6l FI?671 40 9
(2) The ;unount the Agency is required to pay to the County as
the property tax administration fee pursuant to California Revenue and Taxation Code Sections 97
and 97.25, or successor statutes; and ·
(3) The ~maount the Agency is required to pay into the
Educational Revenue Augmentation Fund of the County pursuant to Health and Safety Code
Section 33680 et seq., or successor statutes; and
(4) Any mounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which rite Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to actions of the California Legislature.
(h)
"Term" shall mean the period of time the Plan remains in effect.
·
1.2 Allocation of Tax I~.crement. Subject to the limitations of Sections 1.5 and
2.1 hereof, the District's Share of the Tax Increment (as defined above in Section 1.1) shall be
allocated as provided in this Section 1.2:
(a) For each Fiscal Year commencing in the tax year which begins
after the January 1st next following the transmittal of the documents as required by Health and
Safety Code Section 33375, the Agency shall pay to the District an amount equal to one hundred
percent (100%) of the District's Share of the Tax Increment (as def'med above in Section 1.1)
(the "Share Amount"). Payment to the District of the Share Amount shall be made within sixty
(60) days after the first allocation and payment by the County Auditor-Controller to the Agency
of Tax Increment pursuant to the Plan for the Fiscal Year for which such payment is due
hereunder, provided that payments in relation to allotments received between July 1 and
December 31 of any Fiscal Year shall be made no later than the following February. 28, and that
payments in relation to allotments received between January 1 and June 30 of any Fiscal Year
shall be made no later than the following August 30.
(b) Notwithstanding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging the Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, or any proceedings of the Agency or the City in
connection therewith, then the Agency shall cause all amounts constituting the Share Amount to
be held in a segregated account, administered by the Agency, for the period of such litigation
m~d, provided that the adoption of the Plan is not set aside or annulled as the result of such
litigation, the Agency shall pay all amounts held in such segregated account to the District upon
the final and formal conclusion of such litigation.
1.3 Books and Records. The Agency shall, within sixty (60) days after receipt
of written request from the District, make available to the District for review or audit its records
or statements regarding the allocation and payment of Tax Increment to the Agency in accordance
with the Plan pursuant to Health and Safety Code Section 33670(b).
f'UBL:7327_ 1 ] 3361151262 1.40
1.4 Section 33676 Resolutions. The District certifies that it shall not request
receipt of revenues pursuant to Sections 33676(a)(1) and 33676(a)(2) of the California Health and
Safety Code and within sixty (60) days of executing this Agreement, the District will relSeal the
resolution, if any, adopted pursuant to Hea!.th and Safety Code Section 33676(b) regarding the
Plan.
1.5 Payments Subject to Indebtedness. Payments by the Agency to the
Districts pursuant to Section 1.2 of this Agreement are subject to the conditions and limitations
set forth in this Section 1.5:
(a) The Agency's obligation under this Agreement to make payments
to the Districts is deemed to constitute an "indebtedness" within the meaning of California Health
and Safety Code Sections 33670 and 33675.
·
(b) Except as set forth herein, the Agency's obligation to make
payments hereunder shall be limited to Tax Inct, ement from the Redevelopment Project Area
which is actually received and retained by ~he Agency. In no way shall the Agency be liable for
such obligations from any other revenues. The City shall have no financial obligation or any
other obligations by virtue of this Agreement, and shall not be responsible for the discharge of
obligations of the Agency herein.
(c) It is understood that certain amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special funds to service bomled indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33334.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to the Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency tt~ the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et seq., respectively, or successor statutes. The Agency's
obligation to make the payments to the District pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health and Safety Code Section 33334.2, or a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statutes.
(d) The parties understand that future legislative changes made to
Health and Safety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may increase or decrease the net amount of Tax Increment
which is available to the Agency and which is payable to the District hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the definition of Tax Increment or in the tax sharing formula
set forth in this Agreement.
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certain additional amounts of the taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety Code may be required to be set aside or paid to
affected taxing entities, particularly school districts and community college districts, to meet
legislative requirements which may be imposed on some or all redevelopment agencies pursuant
PtJal~:7327 11336IB2621.40 4
to currently existing, proposed or subsequent legislation. The parties understand that such
potential legislative changes to the Community Redevelopment Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for pa:~ment to
the District hereunder.
Subject to the rights of the District and/or the Agency to terminate this
Agreement pursuant to Section 2.1 hereof and to the extent the parties elect to proceed
hereunder, the full amount, if any, paid by the Agency pursuant to any mandatory payment to or
for the benefit of the District due to legislalive requirements each year shall be credited to the
Agency and offset and deducted from the amounts due by the Agency to the District pursuant to
Section 1.2 hereof, or alternatively, in any year if no payments by the Agency to the District are
mandated by legislative requirements due to the form or exceptions of this Agreement, the full
amount excepted shall be included within tb~e amount of available Tax Increment for the payment
by the Agency to the District required by Section 1.2 hereof.
(e) Subject to paragraph (c) of this Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in such a way that sufficient funds will be available to
satisfy its obligations to the District pursum~t to this Agreement. Subject to paragraph (f) of this
Section 1.5, if, during any Fiscal Year, the Agency is unable to pay the full amount due and
owing to the District pursuant to this Agreement, the full amount of such deficit shall be paid by
the Agency to the District pursuant to this Section 1.5 in the following Fiscal Year. The parties
agree that this deferral is necessary to accomplish the purposes of the Plan at an earlier time than
would otherwise be the case in that such deferral would allow for issuance of bonds with a higher
principal amount. Nothing in this Agreement shall be construed to give the District the right to
approve any Agency indebtedness, including, without limitation, Bonded Indebtedness.
(f) The Agency may incur a deficit and defer payment to the District
pursuant to this Agreement for a maximum of three (3) years, at which time the Agency shall pay
the District the full amount due of such deferred Tax Increment together with interest at a rate
equal to the average coupon rate of the bonds to which the deferred amount payable to the
District is subordinate. The District may request from time to time that the Agency, in
cmmection with the Agency's election to issue and sell bonds secured by Tax Increment from the
Redevelopment Project Area under the Pla~., include in the sizing of the bond issuance an amount
to be secured by the Tax Increment payable: to the District pursuant to Section 1.2 of this
Agreement. Such request by the District sl~all be subject in all respects to the Agency's full
discretion to determine the amount of the bond issue, maturity, interest rates and all other
material terms. The Agency agrees to consider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the District, upon receipt, that portion of the bond proceeds
which is secured by the Tax Increment pay~ble to the District pursuant to Section 1.2 hereof (as
reduced by the pro rata costs of issuance, r~serve funds and all other amounts allocable to that
portion of the bond issuance secured by the Tax Increment). To the extent of such payment, the
Agency's obligation pursuant to Section 1.2 hereof to pay Tax Increment shall be fully satisfied.
The District shall evidence in writing, to the satisfaction of Agency's bond counsel, its consent to
the terms of the issuance and the extinguishment of the Agency's obligation to pay the
corresponding Tax Increment. The District acknowledges that numerous laws, restrictions and
regulations apply to the issuance of bonds and if bonds are issued pursuant to this paragraph and
the Tax Increment is included in the issuam:e, then the District agrees to comply with all
PuI~1.:7327 1133tilB2621
requirements that Agency's bond counsel may deem applicable in its judgment, including, without
limitation, all applicable federal tax and security law requirements and all other applicable
requirements of state and federal law.
(g) Notwithstanding the other provisions of this Section 1.5, no
payment shall be made by the Agency in any Fiscal Year pursuant to this Agreement if such
payment would impair any contract, obligation to service Bonded Indebtedness or any other
existing obligation entered into by the Agency prior to the execution of this Agreement.
(h) Notwithstanding any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the District under this Agreement in any
single Fiscal Year shall not: (i) exceed the amount of Tax Increment which would have been
received by the District if all the Tax Incre~nent from the Redevelopment ProJect Area had been
allocated to all the affected taxing agencies without reghrd to the division of taxes required by
Health and Safety Code Section 33670; (ii) violate the expenditure limitation under Article XIIIB
of the California Constitution; or (iii) be contrary to any provision of the laws of the State of
California.
(i) No payments shall be made by the Agency to the District, either
from Tax Increment or from any other soul'ce of funds, except as expressly set forth in Sections
1.2 and 1.5 of this Agreement.
(j) The District shall indemnify, defend and hold harmless the Agency,
the City and their respective officers, empk~yees, representatives and agents from any and all
claims, liabilities and causes of action asserted by any third party against the Agency or the City
by reason of the Agency's payment of funds in the manner described in Section 1.2 of this
Agreement.
1.6 Use of Funds. The monies paid to the District pursuant to Section 1.2 of
this Agreement shall be used within the Cits, for lawful purposes of the District which will be of
benefit to the Project. The District agrees lhat all such monies shall be held in The District's
general fund until used for the construction, operation, and maintenance of facilities, structures,
equipment and apparatus of benefit to the Project. Upon written request by the Agency, the
District shall promptly provide without chaJ'ge to the Agency a written statement accounting for
the expenditure of monies received pursuant to this Agreement.
Section 2. Administration.
2.1 Effective Date and T~rm. This Agreement shall become effective upon the
date of execution of this Agreement by the Agency (the "Effective Date") and shall remain in
effect until all Agency debts are paid pursu:mt to this Agreement, or until the limit for incurring
indebtedness as stated in the Plzu~ expires, whichever event occurs last. Notwithstanding the
foregoing, this Agreement shall terminate automatically and be of no further force or effect in the
event the City fails to adopt the Plan on or before December 31, 1993, or the adoption of the
Plan should be set aside or annulled as the ,:esult of litigation.
If as a result of the terms and conditions of this Agreement any department of the
State of California, the State of California I.egislature, or a court of law imposes restrictions,
?tJBL:7327 __ 1 13361 B2621.40 6
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting practices and amount of revenues with regards to the
financing of services and facilities of the District as provided for by the Community
Redevelopment Law or otherwise by the State of California, then at the sole discretion of the
District this Agreement shall be terminated and be of no other further force or effect and
thereafter be renegotiated between the District and the Agency.
If any department of the State of California, the State of California Legislature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements which in any way adversely affects the
current method of tax increment allocation and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency t,) pay the District, and/or the amount of funds to be set
aside or mandated to be paid to or expended for taxing entities as provided for by the Community
Redevelopment Law or otherwise by the State .of California, then at the sole discretion of the
Agency this Agreement shall be terminate~t and be of no other further force or effect and
thereafter be renegotiated between the District and the Agency.
In clarification of the foregoing two paragraphs, in the event the Agency or the
District in their respective discretionary acts terminate this Agreement or a court modifies the
Plan as described in the second paragraph of this Section 2.1, the Agency and the District agree
each is obligated to negotiate in good faith toward an amended or new pass-through contract,
which contract provides reasonably remai~ting financial benefit to the District, and reasonably
equivalent remaining tax increment funds :filocable and paid to and/or retained and expendable by
the Agency in relation to the legislative requirements and circumstances at the time of such
renegotiations, all in full compliance with the Community Redevelopment Law and all other
applicable laws.
2.2 Severabilit¥. If after this Agreement is executed, the State of California
enacts laws or policies in conflict with all or any portion of this Agreement, the Agency and the
District may mutually agree to excuse pert'ormance of all or any portion of this Agreement by the
Agency or the District.
In the event any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties then:to shall take further actions as may be reasonably
necessary and available to them to effectuate the intent of the parties as to all provisions set forth
in this Agreement.
2.3 Notice. The Distrk:t certifies to the Agency that it has received all
notices, written or published, that are required by the Community Redevelopment Law to be
provided during the process leading to the adoption of the Plan, and the District hereby waives
any and all legal rights it may have to con':est the Plan, or the Environmental Impact Report
prepared in connection therewith, due to a failure to receive any statutorily required notice.
2.4 Release and Covenant Not to Sue or Challenge Plan. The District releases
the City and the Agency from any and all claims or causes of action, and covenant and agrees
vum.:7327_l [3361 B2621.40 7
and irrevocably binds the District and its officers, employees, agents and representatives forever
at no time or place to commence or particip:tte in or prosecute any actions on account of any
claim or causes of action, whether past, present or future, arising out of the City's and the
Agency's adoption of the Plan, or the City's or the Agency's lawful activities in implementation
of and pursuant to the Plan. The District agrees that neither the District, nor its officers,
employees, agents or representatives at the expense, direction, recommendation or encouragement
of the District, shall file or participate in opposition to the Agency or the City in any challenge
attacking or otherwise questioning (i) the validity of the Plan, or (ii) the adoption or approval of
the Plan, or (iii) any of the findings, determinations, or filings previously made by the Agency or
the City Council in connection with the Plan, or (iv) the implementation of the Plan, or (v) any
of its supporting documentation including, without limitation, any Environmental Impact Report
prepared for the Plan in connection with the actions set forth in paragraphs (i) through (v) above.
The District furthermore agrees that neither the District, nor its officers, employees, agents or
representatives at the expense, direction, recommendation or encouragement of the District, shall
file or participate in opposition in any challenge to any zoning changes, general plan
amendments, conditional use permits, or any other specific development applications within the
Redevelopment Project Area proceeding thru)ugh the entitlement process of the City and/or the
Agency pursuant to the Plan.
The District acknowledges that it is aware of and familiar with the provisions of
Section 1542 of the California Civil Code, which provides as follows'
"A general release does not extend to claims which the creditor
does not know or suspect to exist in his favor at the time of executing the release,
which if known by him must have rp.aterially affected his settlement with the
debtor. '
The District hereby waives and relinquishes all rights and benefits which the
District may have under Section 1542 of the California Civil Code.
2.5 Entire Agreement. This Agreement constitutes the entire, complete and
final expression of the agreement between the parties and any changes, modifications or
amendments thereto shall be legally binding and effective only upon duly executed written
amendment hereto.
PUBL:7327_113361 B2621.40 8
IN WITNESS WHEREOF, the parties hereto have executed ',his Agreement on the
day and year first above written.
COUNTY SANITATION DISTRICT NO. 3
OF ORANGE COUNTY, CALIFORNIA
By:
Chairman
APPROVED AS TO FORM:
'DISTRICT'
Thomas L. Woodruff,
General Counsel
ANAttEIM REDEVELOPI~fENT AGENCY
a public body corporate and politic
AT'I'EST:
By:
Chairman
"AGENCY"
Agency Secretary
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth,
Agency Special Counsel
Ptmt_:7327_113361112621.40 9
AT:PA CliMEN'P "B"
AGREEMENT BY AND BETWEEN THE
ORANGE COUNTY VECIOR CONTROL DISTRICT AND THE
ANAIIEIM REDEVELOPMENT AGENCY CONCERNING
THE PROPOSED BROOK HURST COMMERCIAL CORRIDOR
REDEVEI,OPMENT PROJECT
THIS AGREEMENT (this "Agreement") is entered into on the day of
, 1993 (the "Effective Date"), by and between the ORANGE COUNTY VECTOR
CONTROL DISTRICT, a public agency (the "District"), and the ANAHEIM
REDEVELOPMENT AGENCY, a public body corporate and politic (the "Agency").
RECITALS,
A. The Agency is a redevelopment'agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been authorized to transac! business and exercise the powers of a redevelopment
agency pursuant to action of the City Council of the City of Anaheim (the "City Council").
B. The Agency is presently pr~cessing a Redevelopment Plan (the "Plan") for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the "Project").
C. The proposed Plan contains provisions authorizing the allocation to the Agency of
property tax revenues derived from proper~:y located within the Redevelopment Project Area
pursuant to California Health and Safety Code Section 33670(b).
D. The District is an affected t~xxing entity, as defined in Section 33353.2 of the
Health and Safety Code, which has genera} purpose ad valorem property taxes levied on its
behalf by the County of Orange on certain areas which, in the event an ordinance were approved
adopting the Plan, would be included within the Redevelopment Project Area.
E. Section 33401 of the Health and Safety Code authorizes the Agency to pay an
affected taxing entity with territory within ~he Redevelopment Project Area that amount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. The Agency has found and determined that, in the event that the Plan is adopted,
it would be appropriate to alleviate that financial burden or detriment caused to the District by the
Plan by paying to the District certain monies consistent with Section 1.2 of this Agreement, all in
accordance with Section 33401 of the Health and Safety Code.
G. The District and the Agency desire to resolve and settle, once and for all times,
all present, past and future controversies, ~:laims, causes of action or purported causes of action,
differences or disputes, both real and pote~aial, ensuing against the City of Anaheim (the "City")
and the Agency in relationship to the Project and the Plan.
NOW, THEREFORE, in consideration of the foregoing and the mutual promises and
covenants contained herein, the parties agree as follows:
Section 1. Distribution of Tax Increment.
1.1 Definitions. For purposes of this Agreement, the following terms will
have the stated definitions:
(a) "Bonded Indebtedness" shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the furtherance of the Plan pursuant to Article 5 (commencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment l.~w.
(b) "County" m~ans the County of Orange, California.
(c) "District's Share" shall mean that portion of Tax Increment
allocated to and received by the Agency pursuant to Health and Safety Code Section 33670(b)
resulting from the general purpose tax levs" of the District that, had the Plan not been adopted,
would be allocated and paid to the District from the Redevelopment Project Area for the benefit
of the District's General Fund, as computed by the County Auditor-Controller, in accordance
with the applicable provisions of the Califc,rnia Revenue and Taxation Code.
(d)
the following June 30.
"Fiscal Year" shall mean the period from July 1 to and including
(e) "Ordinance" shall mean the ordinance approving the Plan.
(0 "Redevelopment Project Area" means the property within the
boundaries of the proposed Brookhurst Commercial Corridor Redevelopment Project.
(g) "Tax Increment" shall mean that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-1994 base year assessed
valuation, which tax revenues are allocated and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from th~. Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those t~txes collected as a result of the one percent (1%) levy
allowed under Article XIIIA of the California Constitution. The following shall not be deemed to
be Tax Increment for the purposes of this ~greement:
(1) The :unount the Agency is required to set aside for the
purpose of low- to moderate-income housi~g pursuant to Health and Safety Code Section
33334.2, or a successor statute; and
(2) The 'amount the Agency is required to pay to the County as
the property tax administration fee pursuart to California Revenue and Taxation Code Sections 97
and 97.5, or successor statutes; and
PUUL:7325_113361 B2621.40 2
(3) The amount the Agency is required to pay into the
Educational Revenue Augmentation Fund of the County pursuant to Health and Safety Code
Section 33680 et seq., or successor statutes; and
(4) Any amounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which the Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to actions of the California Legislature.
(h) "Term" shall mean the period of time the Plan remains in effect.
1.2 Allocation of Tax Increment. Subject to the limitations of Sections 1.5 and
2.1 hereof, the District's Share of the Tax Increment (as defined above in Section 1.1) shall be
allocated as provided in this Section 1.2: ,
(a) For each Fiscal Year commencing in the tax year which begins
after the January 1st next following the trm~smittal of the documents as required by Health and
Safety Code Section 33375, the Agency shall pay to the District an amount equal to one hundred
percent (100%) of the District's Share of the Tax Increment (as defined above in Section 1.1)
(the "District Amount"). Payment to the District of the District Amount shall be made within
sixty (60) days after the first allocation arid payment by the County Auditor-Controller to the
Agency of Tax Increment pursuant to the Plan for the Fiscal Year for which such payment is due
hereunder, provided that payments in relation to allotments received between July 1 and
December 31 of any Fiscal Year shall be made no later than the following February 28, and that
payments in relation to allotments received between January 1 and June 30 of any Fiscal Year
shall be made no later than the following August 30.
(b) Notwithsta~tding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging the Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, or any proceedings of the Agency or the City in
connection therewith, then the Agency sh~ll cause all amounts constituting the District Amount to
be held in a segregated account, administer, red by the Agency, for the period of such litigation
and, provided that the adoption of the Plan is not set aside or annulled as the result of such
litigation, the Agency shall pay all mnounts held in such segregated account to the District upon
the final and formal conclusion of such IMgation.
1.3 Books and Record.';. The Agency shall, within sixty (60) days after receipt
of written request from the District, make available to the District for review or audit its records
or statements regarding the allocation and payment of Tax Increment to the Agency in accordance
with the Plan pursuant to Health and Safety Code Section 33670(b).
1.4 Section 33676 Resolutions. The District certifies that it shall not request
receipt of revenues pursuant to Sections 33676(a)(1) and 33676(a)(2) of the California Health and
Safety Code and within sixty (60) days ot' executing this Agreement, the District will repeal the
resolution, if any, that it has adopted pursuant to Health and Safety Code Section 33676(b)
regarding the Plan.
~'um-:7325-11336IB2621-40 3
1.5 Payments Subject t,) Indebtedness. Payments by the Agency to the District
pursuant to Section 1.2 of this Agreement are subject to the conditions and limitations set forth in
this Section 1.5:
·
(a) The Agencs"s obligation under this Agreement to make payments
to the District is deemed to constitute an "indebtedness" within the meaning of California Health
and Safety Code Sections 33670 and 336'15.
(b) Except as set forth herein, the Agency's obligation to make
payments hereunder shall be limited to Tax Increment from the Redevelopment Project Area
which is actually received and retained by the Agency. In no way shall the Agency be liable for
such obligations from any other revenues. The City shall have no financial obligation or any
other obligations by virtue of this Agreement, and shall not be responsible for the discharge of
obligations of the Agency herein. .
(c) It is unders[ood that certain mounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special funds to service bo~ded indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33334.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to the Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency To the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et req., respectively, or successor statutes. The Agency's
obligation to make the payments to the District pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health and Safety Code Section 33334.2, or a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statures.
(d) The parties understand that future legislative changes made to
Health and Safety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may in(rease or decrease the net amount of Tax Increment
which is available to the Agency and which is payable to the District hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the definition of Tax Increment or in the tax sharing formula
set forth in this Agreement.
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certain additional amounts of the taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety Code may be required to be set aside or paid to
affected taxing entities, particularly schoot districts and community college districts, to meet
legislative requirements which may be imposed on some or all redevelopment agencies pursuant
to currently existing, proposed or subsequent legislation. The parties understand that such
potential legislative changes to the Community Redevelopment Law may increase or decrease the
net amount of Tax Increment which is av:tilable to the Agency and thus available for payment to
the District hereunder.
1'um_:7325_113361 B2621.40 4
Subject to the rights of the District and/t.~,.:- the Agency to terminate this
Agreement pursuant to Section 2.1 hereof ',md to the extent the parties elect to proceed
hereunder, the full amount, if any, paid by the Agency pursuant to any mandatory paym. ent to or
for the benefit of the District due to legislative requirements each year shall be credited to the
Agency and offset and deducted from the amounts due by the Agency to the District pursuant to
Section 1.2 hereof, or alternatively, in any year if no payments by the Agency to the District are
mandated by legislative requirements due to the form or exceptions of this Agreement, the full
amount excepted shall be included within tile amount of available Tax Increment for the payment
by the Agency to the District required by 5;ection 1.2 hereof.
(e) Subject to pwagraph (c) of this Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in such a way that sufficient funds will be available to
satisfy its obligations to the District pursuant to this Agreement. Subject to paragraph (f) of this
Section 1.5, if, during any Fiscal Year, the Agency is.unable to pay the full amount due and
owing to the District pursuant to this Agreement, the full amount of such deficit shall be paid by
the Agency to the District pursuant to this Section 1.5 in the following Fiscal Year. The parties
agree that this deferral is necessary to acccmplish the purposes of the Plan at an earlier time than
would otherwise be the case in that such deferral would allow for issuance of bonds with a higher
principal amount. Nothing in this Agreement shall be construed to give the District the right to
approve any Agency indebtedness, includir~g, without limitation, Bonded Indebtedness.
(t) The Agency may incur a deficit and defer payment to the District
pursuant to this Agreement for a maximum of three (3) years, at which time the Agency shall pay
the District the full amount due of such del!erred Tax Increment together with interest at a rate
equal to the average coupon rate of the bo~ds to which the deferred amount payable to the
District is subordinate. The District may request from time to time that the Agency, in
connection with the Agency's election to issue and sell bonds secured by Tax Increment from the
Redevelopment Project Area under the Plan, include in the sizing of the bond issuance an amount
to be secured by the Tax Increment payab[~ to the District pursuant to Section 1.2 of this
Agreement. Such request by the District shall be subject in all respects to the Agency's full
discretion to determine the amount of the bond issue, maturity, interest rates and all other
material terms. The Agency agrees to consider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the District, upon receipt, that portion of the bond proceeds
which is secured by the Tax Increment payable to the District pursuant to Section 1.2 hereof (as
reduced by the pro rata costs of issuance, ;eserve funds and all other amounts allocable to that
portion of the bond issuance secured by the Tax Increment). To the extent of such payment, the
Agency's obligation pursuant to Section 1.2 hereof to pay Tax Increment shall be fully satisfied.
The District shall evidence in writing, to tt~e satisfaction of Agency's bond counsel, its consent to
the terms of the issuance and the extinguisl~ment of the Agency's obligation to pay the
corresponding Tax Increment. The District acknowledges that numerous laws, restrictions and
regulations apply to the issuance of bonds ;md if bonds are issued pursuant to this paragraph and
the Tax Increment is included in the issuance, then the District agrees to comply with all
requirements that Agency's bond counsel may deem applicable in its judgment, including, without
limitation, all applicable federal tax and se~:urity law requirements and all other applicable
requirements of state and federal law.
mmt.:'/325_l 13361 B2621.40 5
(g) Notwithstanding the other provisions of this Section 1.5, no
payment shall be made by the Agency in any Fiscal Year pursuant to this Agreement if such
payment would impair any contract, obligation to service Bonded Indebtedness or any other
existing obligation entered into by the Agm~cy prior to the execution of this Agreement. '
(h) Notwithstanding any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the District under this Agreement in any
single Fiscal Year shall not: (i) exceed the amount of Tax Increment which would have been
received by the District if all the Tax Increment from the Redevelopment Project Area had been
allocated to all the affected taxing agencies without regard to the division of taxes required by
Health and Safety Code Section 33670; (ii) violate the expenditure limitation under Article XIIIB
of the California Constitution; or (iii) be c~ntrary to any provision of the laws of the State of
California.
(i) No payments; shall be made by the Agency to the District, either
from Tax Increment or from any other source of funds, except as expressly set forth in Sections
1.2 and 1.5 of this Agreement.
(j) The District shall indemnify, defend and hold harmless the Agency,
the City and their respective officers, employees, representatives m~d agents from any and all
claims, liabilities and causes of action asses-ted by any third party against the Agency or the City
by reason of the Agency's payment of tim{Is in the manner described in Section 1.2 of this
Agreement.
1.6 Use of Funds. The monies paid to the District pursuant to Section 1.2 of
this Agreement shall be used for lawful Digtrict purposes which will be of benefit to the
Redevelopment Project Area or any other ~'edevelopment project areas adopted by the City.
Upon written request by the Agency, the District shall promptly provide without charge to the
Agency a written statement accounting for the expenditure of monies received pursuant to this
Agreement.
Section 2. Administration.
2.1 Effective Date and Term. This Agreement shall become effective upon the
date of execution of this Agreement by the Agency (the "Effective Date") and shall remain in
effect until all Agency debts are paid purst;ant to this Agreement, or until the limit for incurring
indebtedness as stated in the Plan expires, whichever event occurs last. Notwithstanding the
foregoing, this Agreement shall terminate :tutomatically and be of no further force or effect in the
event the City fails to adopt the Plan on or before December 31, 1993, or the adoption of the
Plan should be set aside or annulled as the result of litigation.
If as a result of the terms a;~d conditions of this Agreement any department of the
State of California, the State of California Legislature, or a court of law imposes restrictions,
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting practices and amount of revenues with regards to the
financing of services and facilities of the District as provided for by the Community
?Ut~L:7325_113:161 B2621.40 6
Redevelopment Law or otherwise by the State of California, then at the sole discretion of the
District this Agreement shall be terminated and be of no other further force or effect and
thereafter be renegotiated between the District and the Agency.
·
If any department of the State of California, the State of California Legislature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements which in any way adversely affects the
current ~nethod of tax increment allocation and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency t~) pay the District, and/or the amount of funds to be set
aside or mandated to be paid to or expended for taxing entities as provided for by the Community
Redevelopment Law or otherwise by the State of California, then at the sole discretion of the
Agency this Agreement shall be terminate~l and be of no other further force or effect and
thereafter be renegotiated between the District and the. Agency.
In clarification of the foregoing two paragraphs, in the event the Agency or the
District in their respective discretionary acts terminate this Agreement or a court modifies the
Plan as described in the second paragraph of this Section 2.1, the Agency and the District agree
each is obligated to negotiate in good faith toward an amended or new pass-through contract,
which contract provides reasonably remaiping financial benefit to the District, and reasonably
equivalent remaining tax increment funds :tllocable and paid to and/or retained and expendable by
the Agency in relation to the legislative re~tuirements and circumstances at the time of such
rencgotiations, all in full compliance with the Community Redevelopment Law and all other
applicable laws.
2.2 Severability. If after this Agreement is executed, the State of California
enacts laws or policies in conflict with all or any portion of this Agreement, the Agency and the
District may mutually agree to excuse perlbrmance of all or any portion of this Agreement by the
Agency or the District.
In the event any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties thereto shall take further actions as may be reasonably
necessary and available to them to effectuate the intent of the parties as to all provisions set forth
in this Agreement.
2.3 Notice. The District certifies to the Agency that it has received all
notices, written or published, that it are required by the Community Redevelopment Law to be
provided during the process leading to the adoption of the Plan, and the District hereby waives
any and all legal rights it may have to con, est the Plan, or the Environmental Impact Report
prepared in connection therewith, due to a failure to receive any statutorily required notice.
2.4 Release anti Covenant Not to Sue or Challenge Plan. The District releases
the City and the Agency from any and all claims or causes of action, and covenants and agrees
and irrevocably binds itself and its officers, employees, agents and representatives forever at no
time or place to commence or participate in or prosecute any actions on account of any claim or
causes of action, whether past, present or furore, arising out of the City's and the Agency's
adoption of the Plan, or the City's or the Agency's lawful activities in implementation of and
1336[ B2621.40 7
pursuant to the Plan. The District agrees that neither it, nor its officers, employees, agents or
representatives at the expense, direction, recommendation or encouragement of the District, shall
file or participate in opposition to the Agency or the City in any challenge attacking or otherwise
questioning (i) the validity of the Plan, or l ii) the adoption or approval of the Plan, or (fii) any of
the findings, determinations, or filings previously made by the Agency or the City Council in
connection with the Plan, or (iv) the imple~nentation of the Plan, or (v) any of its supporting
documentation including, without limitation, any Environmental Impact Report prepared for the
Plan in connection with the actions set forth in paragraphs (i) through (v) above. The District
furthern~ore agrees that neither it, nor its officers, employees, agents or representatives at the
expense, direction, recommendation or encouragement of the District, shall file or participate in
opposition in any challenge to any zoning changes, general plan amendments, conditional use
permits, or any other specific development applications within the Redevelopment Project Area
proceeding through the entitlement process of the City and/or the Agency pursuant to the Plan.
The District acknowledges that it is awfire of and familiar with the provisions of
Section 1542 of the California Civil Code, which provides as follows:
"A general release does not extend to claims which the creditor
does not know or suspect to exist i~ his favor at the time of executing the release,
which if known by him must have materially affected his settlement with the
debtor."
The District hereby waives :md relinquishes all rights and benefits which it may
have under Section 1542 of the California Civil Code.
2.5 Entire Agreement. 'Fhis Agreement constitutes the entire, complete and
final expression of the agreement between the parties and any changes, modifications or
amendments thereto shall be legally binding and effective only upon duly executed written
amendment hereto.
vum~:7325_113361 B2621.40 8
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
day and year first above written.
ORANGE COUNTY VECTOR CONTROL
DISTRICT, a public agency
ATTEST:
By:
President, Board of Trustees
"DISTRICT"
District Secretary
APPROVED AS TO FORM:
Alan Burns, District Counsel
ANAHEIM REDEVELOPMENT AGENCY, a
public body corporate and politic
ATTEST-
By-
Chairman
"AGENCY"
Agency Secretary
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth,
Agency Special Counsel
vum.:7325_l [3361 B2621.40 9
AGREEMEN'I' BY AND BETWI£EN TIlE
ORANGE COUNTY WATER DISTRICT ANi) TIII£
ANAIIEIM I(.EDISVEL()I'MENT AGENCY CONCERNING
TIlE I'ROI'OSEI)BROOI~[IIIII;tST COMIVlERCIAL CORItlDOI*,
II, El)EVIL I,()PM ENT I'RO.] ECT
Tills AGREEMENT (tills "Agrccmcl~t") is entered into on thc _~~ day of
_, 1993 (the "Effective Date'"), by and between tile ORANGE C()UNTY WATER
DISTRICT, a public agency (the "District"), and thc ANAItEIM REDEVELOPMENT
AGENCY, a public body corporate and p,)litic (tile "Agency").
A. The Agency is a redcveh.)pm~:nt agency existing pursuant to the provisions of the
Calil'o[nia Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been atlthorizcd to transact business and exercise thc powers of a redevelopment
agency pursuant to actioll of thc City Cotl~l( il t)f thc City of Anaheim (thc "City Council").
B. ,-, , ,, - ', rcscntl )~occssine u Redevelopment I lan (thc Flan ) for the
pt. ol,oscd Brookll~'t~.~:t,~,-~ia} Cor~i:lor Rcdcv~'°i'mcnt Project (thc "Project").
C. Thc l)roposcd Phtn contain:; provisions autl~orizing the alk)catiot~ to the Agency
property tax revcmms derived from proper~.y located within thc Redevelopment Project Area
pursuant to California Ilcalth and Safety (?jde Section 336~0(b).
~'l~c District is an affected taxing entity, as defined in Section 33353.2 of the
D. · , · , ~ -~' ad valorem
I , i )u~ ~osc and special bonded ~ndcbtcdncss
llc~dth and Safety Code, which i~as gcncri~ { '1 '
property t;txcs levied on behalf of thc Disl riot general i'und and the Orange County Water District
areas which, in
Water Reserve (collectively, thc "District ) by the County of Orange on certain
thc event :m ordinance were approved adt~pting thc Phm, would be included within the
Rcdcvclol)mcnt Project Area.
E. Section 33401 o[ thc t.lcalih a~d Safety Code authorizes thc Agency to pay an
afl'coted tnxing entity with territory withi~ thc Redevelopment Project Area that amount oi' money
which thc Agency determines is appropri:{tc to alleviate thc financial burden or detriment caused
such cntity by the Plan.
F. Thc Agency has t'ound and deter'mined tl{~tt, in thc event that the Plan is adopted,
it would be approi~ri~itc to idicviate th:tt ti~mncial burden or detriment caused to the Dislrict by thc
Ph~n by p~ying to the District certain monies consistent with Section 1.2 of this Agreement, all in
accordm~cc with Section 33401 of thc t-It:altt~ and Safety Code.
G. The District and thc Agency desire to resolve and settle, once and for all times,
ali present, past and future controvcrsic:;, claims, cm~ses of action or purported causes el' action,
differences or disputes, botl~ rca} and pc,tcntia}, ensuing against d~c City of An~'~eim (the "City")
mid tl~c Agency in rch~tionship to the Project and thc Plan.
NOW, THEREFORE, in consider:ttion of the foregoing and the mutual promises and
covenants contained herein, the parties agree as follows:
Section 1. Distribution of Tax Increment.
1.1 Definitions. For purposes of this Agreement, the following terms will
have the stated definitions:
(a) "Bonded Indebtedness" shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the fi~rtherance of the Plan pursuant to Arlicle 5 (commencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment l.,aw.
(b) "County" means the County of Orange, California.
(c) "District's Share" shall mean that portion of Tax Increment
allocated to and received by the Agency p~rsuant to Health and Safety Code Section 33670(b)
resulting from the general purpose tax levy of the District that, had the Plan not been adopted,
would be allocated and paid to the District from the Redevelopment Project Area Ibr the benefit
of the District's General Fund, as comput{.~d by the County Auditor-Controller, in accordance
with the applicable provisions of the Califl)rnia Revenue and Taxation Code.
(d)
thc following June 30.
"Fiscal Year" shall mean the period from July 1 to and including
(e) "Ordinance" shall mean the ordinance approving the Plan.
(0 "Redevelop~nent Project Area" means the property within the
boundaries of the proposed Brookhurst Commercial Corridor Redevelopment Project.
(g) "Tax Incren~ent" shall mean that portion of ad valorem property
taxes resulting from the increase in assess~d valuation over the 1993-1994 base year assessed
valuation, which tax revenues are allocate~l and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) t¥om the Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those taxes collected as a result of the one percent (1%) levy
allowed under Article XIIIA of the California Constitution. The following shall not be deemed to
be Tax Increment for the purposes of this Agreement:
(1) The amount the Agency is required to set aside for the
purpose of low- to moderate-income housing pursuant to Health and SaI'ety Code Section
33334.2, or a successor statute; and
(2) The amount the Agency is required to pay to the County as
the property tax administration fee pursuant to California Revenue and Taxation Code Sections 97
and 97.5, or successor statutes; and
[3361 B2021.40 2
(3) The amount the Agency is required to pay into the
Educational Revenue Augmentation Fund ~)f the County pursuant to Health and Safety Code
Section 33680 et seq., or successor statutes; and
·
(4) Any amounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which the Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to actions of the California Legislature.
(h) "Term" shall mean tile period of time the Plan remains in effect.
1.2 Allocation of Tax h~crement. Subject to the limitations of Sections 1.5 and
2.1 hereof, and the satisfaction of Section 2.5 hereof, the District's Share of the Tax Increment
(as defined above in Section 1.1) shall be allocated as provided in this Section 1.2'
(a) For each Fiscal Year commencing in the tax year which begins six
(6) years after the January 1st next following the transmittal of the documents as required by
Health and Safety Code Section 33375, the Agency shall pay to the District an amount equal to
one hundred percent (100%) of the District's Share of the Tax Increment (as defined above in
Section 1. l) (the "District Amount"). Payment to the District of the District Amount shall be
made within sixty (60) days after the first allocation and payment by the County Auditor-
Controller to the Agency of Tax Increment pursuant to the Plan for the Fiscal Year for which
such payment is due hereunder, provided ~hat payments in relation to allotments received between
July I and December 3l of any Fiscal Ye~tr shall be made no later than the following
February 28, and that payments in relatior~ to allotments received between January 1 and June 30
of any Fiscal Year shall be made no later than the following August 30.
(b) Notwithstanding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging the Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, or any proceedings of the Agency or the City in
connection therewith, then the Agency shall cause all amounts constituting the District Amount to
be held in a segregated account, administered by the Agency, for the period of such litigation
and, provided that the adoption of the Plmt is not set aside or annulled as the result of such
litigation, the Agency shall pay all amounls held in such segregated account to the District upon
tile final and formal conclusion of such litigation.
1.3 Books and Records. The Agency shall, within sixty (60) days after receipt
of written request from the District, make available to the District for review or audit its records
or statements regarding the allocation and payment of Tax Increment to the Agency in accordance
with the Plan pursuant to Health and Safely Code Section 33670(b).
1.4 Section 33676 Resolutions. The District certifies that it shall not request
receipt of revenues pursuant to Sections 33676(a)(1) and 33676(a)(2) of the California Health and
Safety Code and within sixty (60) days of executing this Agreement, the District will repeal the
resolution, if any, that it has adopted purs,~ant to Health and Safety Code Section 33676(b)
regarding the Plan.
PUUt.:7323_ 113301 B2621.40 3
1.5 Pa. yments Subject t{~ Indebtedness. Payments by the Agency to the District
pursuant to Section 1.2 of this Agreement are subject to the conditions and limitations set forth in
this Section 1.5'
·
(a) The Agency's obligation under this Agreement to make payments
to the District is deemed to constitute an "indebtedness" within the meaning of California Health
and Safety Code Sections 33670 and 33675.
(b) Except as set lbrth herein, the Agency's obligation to make
payments hereunder shall be limited to Tax Increment from the Redevelopment Project Area
which is actually received and retained by the Agency. In no way shall the Agency be liable for
such obligations from any other revenues. The City shall have no financial obligation or any
other obligations by virtue of this Agreement, and shall not be responsible for the discharge of
obligations of the Agency herein.
(c) It is understood that certain amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special funds to service bo~ded indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33~34.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to the Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency Io the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et ::eq., respectively, or successor statutes. The Agency's
obligation to make the payments to the Di:;trict pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health and Safety Code Section 33334.2, or a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statutes.
(d) The parties understand that future legislative changes made to
Health and Safety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may increase or decrease the net amount of Tax Increment
which is available to the Agency and which is payable to the District hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the definition of Tax Increment or in the tax sharing formula
set forth in this Agreement.
Subject to Section 7.. l of this Agreement, it is further understood by the
parties that certain additional amounts of tlae taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety Code may be required to be set aside or paid to
affected taxing entities, particularly school districts and community college districts, to meet
legislative requirements which inay be iml~osed on some or all redevelopment agencies pursuant
to currently existing, proposed or subsequent legislation. The parties understand that such
potential legislative changes to the Commttrdty Redevelopment Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for payment to
the District hereunder.
~uu~:7323_113361B2t~21.40 4
Subject to the right~,,, of the District and/or the Agency to terminate this
Agreement pursuant to Section 2.1 hereof and to the extent the parties elect to proceed
hereunder, the fi~ll amount, if any, paid by the Agency pursuant to any mandatory payment to or
for the benefit of the District due to legisl:ttive requirements each year shall be credited .to the
Agency and offset and deducted from the ;~rnounts due by the Agency to the District pursuant to
Section 1.2 hereof, or alternatively, in an3 year if no payments by the Agency to the District are
mandated by legislative requirements due to the for~n or exceptions of this Agreement, the full
amount excepted shall be included within lhe amount of available Tax Increment for the payment
by the Agency to the District required by ,Section 1.2 hereof.
(e) Subject to paragraph (c) of this Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in such a way that sufficient funds will be available to
satisfy its obligations to the District pursu~tnt to this Agreement. Subject to paragraph (f) of this
Section 1.5, if, during any Fiscal Year, the Agency is unable to pay the full amount due and
owing to the District pursuant to this Agre:ement, the full amount of such deficit shall be paid by
the Agency to the District pursuant to this Section 1.5 in the following Fiscal Year. The parties
agree that this deferral is necessary to acc,)mplish the purposes of the Plan at an earlier time than
would otherwise be the case in that such deferral would allow for issuance of bonds with a higher
principal amount. Nothing in this Agreement shall be construed to give the District the right to
approve any Agency indebtedness, including, without limitation, Bonded Indebtedness.
(0 The Agency may incur a deficit and defer payment to the District
pursuant to this Agreement for a maximum of three (3) years, at which time the Agency shall pay
the District the tull amount due of such deferred Tax Increment together with interest at a rate
equal to the average coupon rate of the bonds to which the deterred amount payable to the
Dit~trict is subordinate. The District may request from time to time that the Agency, in
connection with the Agency's election to i:ssuc and sell bonds secured by Tax Increment from the
Redevelopment Project Area under the Plan, include in the sizing of the bond issuance an amount
to be secured by the Tax Increment payable to the District pursuant to Section 1.2 of this
Agreement. Such request by the District :;hall be subject in all respects to the Agency's full
discretion to determine the amount of the bond issue, maturity, interest rates and all other
material terms. The Agency agrees to cogtsider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the Di:~trict, upon receipt, that portion of the bond proceeds
which is secured by the Tax Increment payable to the District pursuant to Section 1.2 hereof (as
reduced by the pro rata costs of issuance, reserve funds and all other amounts allocable to that
portion of the bond issuance secured by tl~e Tax Increment). To the extent of such payment, the
Agency's obligation pursuant to Section 1.2 hereof to pay Tax Increment shall be fully satisfied.
Thc District shall evidence in writing, to the satisfaction of Agency's bond counsel, its consent to
the terms of the issuance and the extinguishment of ihe Agency's obligation to pay the
corresponding Tax Increment. The District acknowledges that numerous laws, restrictions and
regulations apply to the issuance of bonds and if bonds are issued pursuant to this paragraph and
thc Tax Increment is included in the issuance, then the District agrees to comply with all
requirements that Agency's bond counsel .'nay deem applicable in its judgment, including, without
limitation, all applicable federal tax and security law requirements and all other applicable
requirements of state and federal law.
mm~.:7323_ I [ 3361 B2621.40 5
(g) Notwithstanding the other provisions of this Section 1.5, no
payment shall be made by the Agency in any Fiscal Year pursuant to this Agreement if such
payment would impair any contract, oblig:ttion to service Bonded Indebtedness or any other
existing obligation entered into by the Agency prior to the execution of this Agreement.
·
(h) Notwithstanding any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the District under this Agreement in any
single Fiscal Year shall not: (i) exceed the amount of Tax Increment which would have been
received by the District if all the Tax Incrl~.ment from the Redevelopment Project Area had been
allocated to all the affected taxing agencies without regard to the division of taxes required by
Health and Safety Code Section 33670; (ii) violate the expenditure limitation under Article XIIIB
of the California Constitution; or (iii) be contrary to any provision of the laws of the State of
Calilbrnia.
(i) No payments shall be made by the Agency to the District, either
from Tax Increment or from any other sotlrce of funds, except as expressly set forth in Sections
1.2 and 1.5 of this Agreement.
0) The District shall indemnify, de/end and hold harmless the Agency,
the City and their respective officers, employees, representatives and agents from any and all
claims, liabilities and causes of action asserted by any third party against the Agency or the City
by reason of the Agency's payment of fi~nds in the manner described in Section 1.2 of this
Agreement.
1.6 Use of Funds. The monies paid to the District pursuant to Section 1.2 of
this Agreement shall be used within the City for lawful District purposes which will be of benefit
to the City. Upon written request by the Agency, the District shall pro~nptly provide without
charge to the Agency a written statement ~tccounting for the expenditure of monies received
pursuant to this Agreement.
Section 2. Administration.
2.1 Effective Date and 'term. This Agreement shall become effective upon the
date of execution of this Agreement by thc Agency (the "Effective Date") and shall remain in
effect until all Agency debts are paid purs,mnt to this Agreement, or until the limit for incurring
indebtedness as stated in the Plan expires, whichever event occurs last. Notwithstanding the
foregoing, this Agreement shall terminate automatically and be of no flirther force or effect in the
event the City fails to adopt the Plan on or beibre December 31, 1993, or the adoption of the
Plan should be set aside or annulled as thc result of litigation.
If as a result of the terms and conditions of this Agreement any department of the
State of California, the State of California Legislature, or a court of law imposes restriction3,
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting practices and amount of revenues with regards to the
financing or-services and facilities of the District as provided for by the Community
Redevelopment Law or otherwise by the 5tare of California, then at the sole discretion of the
mint.:7323_ 113301 B2621.40 6
District this Agreement shall be terminate¢l and be of no other further force or effect and
thereafter be renegotiated between the District and the Agency.
If any department of the State of California, the State of Cali/brnia Legi~ilature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements which in any way adversely affects the
current method of tax increment allocation and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency t,) pay the District, and/or the amount of funds to be set
aside or mandated to be paid to or expended lbr taxing entities as provided for by the Community
Redevelopment Law or otherwise by the State of California, then at the sole discretion of the
Agency this Agreement shall be terminated and be of no other further force or effect and
thereafter be renegotiated between the District and the Agency.
In clarification of the foregoing two paragraphs, in the event the Agency or the
District in their respective discretionary ac'ts terminate this Agreement or a court modifies the
Plan as described in the second paragraph of this Section 2.1, the Agency and the District agree
each is obligated to negotiate in good faith toward an amended or new pass-through contract,
which contract provides reasonably rcmai~dng financial benefit to the District, and reasonably
equivalent remaining tax increment fi~nds allocable and paid to and/or retained and expendable by
the Agency in relation to the legislative requirements and circumstances at the time of such
renegotiations, all in full compliance with the Comnmnity Redevelopment Law and all other
applicable laws.
2.2 Severability. If aft~.~r this Agreement is executed, the State of California
enacts laws or policies in conflict with all or any portion of this Agreement, the Agency and the
District may mutually agree to excuse per~;ormance of all or any portion of this Agreement by the
Agency or the District.
In the event any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties thereto shall take further actions as may be reasonably
necessary and available to them to effectu~ae the intent of the parties as to all provisions set forth
in this Agreement.
2.3 Notice. The District certifies to the Agency that it has received all
notices, written or published, that it are required by the Community Redevelopment Law to be
provided during the process leading to the adoption of the Plan, and the District hereby waives
any and all legal rights it may have to contest the Plan, or the Environmental Impact Report
prepared in connection therewith, due to a failure to receive any statutorily required notice.
2.4 Release and Coven;tnt Not to Sue or Challenge Plan. Thc District releases
the City and the Agency from any anti all claims or causes of action, and covenants and agrees
and irrevocably binds itself and its officer:;, employees, agents and representatives forever at no
time or place to commence or participate Jn or prosecute any actions on account of any claim or
causes of action, whether past, present or future, arising out of the City's and the Agency's
adoption of the Plan, or the City's or the .~gency's lawfi~l activities in implementation of and
pursuant to the Plan. The District agrees that neither it, nor its officers, employees, agents or
~'um_:7323 11336IB2621.40 7
representatives at the expense, direction, recommendation or encouragement of the District, shall
file or participate in opposition to the Agency or the City in any challenge attacking or otherwise
questioning (i) the validity of the Plan, or (ii) the adoption or approval of the Plan, or (iii) any of
the findings, determinations, or filings previously made by the Agency or the City Council in
connection with the Plan, or (iv) the implementation of the Plan, or (v) any of its supporting
documentation including, without limitation, any Environmental Impact Report prepared for the
Plan in connection with the actions set forth in paragraphs (i) through (v) above. The District
furthermore agrees that neither it, nor its ~ffficers, employees, agents or representatives at the
expense, direction, recommendation or encouragement of the District, shall file or participate in
opposition in any challenge to any zoning changes, general plan amendments, conditional use
permits, or any other specific development applications within the Redevelopment Project Area
proceeding through the entitlement process of the City and/or the Agency pursuant to the Plan.
The District acknowledges that it is aware of and familiar with the provisions of
Section 1542 of the California Civil Code, which provides as follows-
"A general release does not extend to claims which the creditor
does not know or suspect to exist in his favor at the time of executing the release,
which if known by him must have materially affected his settlement with the
debtor."
The District hereby waives and relinquishes all rights and benefits which it may
have under Section 1542 of the California Civil Code.
2.5 hnprovements to District Facilities. The District and the Agency agree to
mect and confer regarding improvements lo the landscaping of certain District owned facilities
located in the City. The Agency shall determine the date and time of said meeting and shall
provide the District with notice of same.
2.6 Entire Agreement. This Agreement constitutes the entire, complete and
final expression of the agreement between the parties and any changes, modifications or
amendments thereto shall be legally bindip~g and effective only upon duly executed written
amendment hereto.
PUBL:7323_II336[B2621.40 ~
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
day and year first above written.
ORANGE COUNTY WATER DISTRICT, a public agency
APPROVED AS TO FORM:
By:
By:
President
General Manager
"DISTRICT"
Rutan & Tucker
District Counsel
ANAHEIM REDEVELOPMENT AGENCY, a public body
corporate and politic
ATTEST:
By'
Chairman
"AGENCY"
Agency Clerk
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth,
Agency Special Counsel
PUt~L:7323_113361 B2621.40 9
]X'I"P]XC fi-tv' 1:: N T "D"
AGREEMENT BY AND BETWEEN THE
NORTII ORANGE COUNTt? COMMUNITY COLLEGE DISTRICT
AND THE ANAIIEIM REDEVELOPMENT AGENCY CONCERNING
TIlE PROPOSED BROOI4:HURST COMMERCIAL CORRIDOR
REDEVELOPMENT PROJECT
THIS AGREEMENT (this "Agreement") is entered into on the day of
, 1993 (the "Effective Date"), by and between the NORTH ORANGE COUNTY
COMMUNITY COLLEGE DISTRICT, a public agency (the "College District"), and the
ANAHEIM REDEVELOPMENT AGEN(:Y, a public body corporate and politic (the "Agency").
RECITALS
A. The Agency is a redevelopment agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been authorized to transact business and exercise the powers of a redevelopment
agency pursuant to action of the City CouJ~cil of the City of Anaheim (the "City Council").
B. The Agency is presently processing a Redevelopment Plan (the "Plan") for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the "Project").
C. The proposed Plan contains provisions authorizing the allocation to the Agency of
property tax revenues derived from prope~'ty located within the Redevelopment Project Area
pursuant to California Health and Safety ('.ode Section 33670(b).
D. The College District is an itffected taxing entity, as defined in Section 33353.2 of
the Health and Safety Code, which has ge'qeral purpose and special bonded indebtedness ad
valorem property taxes levied on its behalf by the County of Orange on certain areas which, in
the event an ordinance were approved adopting the Plan, would be included within the
Redevelopment Project Area.
E. Section 33401 of the Healtl~ and Safety Code authorizes the Agency to pay an
affected taxing entity witl~ territory within the Redevelopment Project Area that amount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. The Agency has found and determined that, in the event that the Plan is adopted,
it would be appropriate to alleviate that firtancial burden or detriment caused to the College
District by the Plan by paying to the College District certain monies consistent with Section 1.2
of this Agreement, all in accordance with Section 33401 of the Health and Safety Code.
G. The College District and the Agency desire to resolve and settle, once and for all
times, all present, past and future controw.~rsies, claims, causes of action or purported causes of
action, differences or disputes, both real and potential, ensuing against the City of Anaheim (the
"City") and the Agency in relationship to ":he Project and the Plan. Nothing herein shall be
construed as waiving the College District':; right to make application for and receive further
assistance from the Agency pursuant to Section 33401 of the Health and Safety Code with respect
to any redevelopment plans or plan amendments adopted by the Agency in the future, provided
that both parties acknowledge that nothing in this Agreement shall obligate the Agency to make
such assistance to the College District.
,,
NOW, THEREFORE, in consider:ttion of the tbregoing and the mutual promises and
covenants contained herein, the parties agree as follows:
Section 1. Distribution of Tax Increment.
1.1 Definitions. For purposes of this Agreement, the following terms will
have the stated definitions-
(a) "Bonded Indebtedness" shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the furtherance of the Plan pursuant to Arlicle 5 (commencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment Law.
(b) "College Di'Itrict's Share" shall mean that portion of Tax Increment
allocated to and received by the Agency pursuant to Health and Safety Code Section 33670(b)
resulting from the general purpose tax lev'./of thc College District that, had the Plan not been
adopted, would be allocated and paid to the College District from the Redevelopment Project
Area for the benefit of the College District's General Fund, as computed by the County Auditor-
Controller, in accordance with the applical~ie provisions of the California Revenue and Taxation
Code.
(c) "County" means the County of Orange, Caliibrnia.
(d)
the following June 30.
"Fiscal Year" shall mean the period from July 1 to and including
(e)
"Ordinance" shall mean the ordinance approving the Plan.
(0 "Redevelop~nent Project Area" means the property within the
boundaries of the proposed Brookhurst Cc..nm~ercial Corridor Redevelop~nent Project.
(g) "Tax Incren~ent" shall mean that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-1994 base year assessed
valuation, which tax revenues are allocate~l and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from the Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those taxes collected as a result of the one percent (1%) levy
allowed under Article XIIIA of the Califo~'nia Constitution. The following shall not be deemed to
be Tax Increment for the purposes of this Agreement:
PUItL:7326_213361 B2621.40
(1) The amount the Agency is required to set aside for the
purpose of low- to moderate-income housing pursuant to Health and Safety Code Section
33334.2, or a successor statute; and
(2) The amount the Agency is required to pay to the County as
the property tax administration tee pursua~t to California Revenue and Taxation Code Sections 97
and 97.5, or successor statutes; and
(3) The amount the Agency is required to pay into the.
Educational Revenue Augmentation Fund of the County pursuant to Health and Safety Code
Section 33680 et seq., or successor statutes; and
(4) Any amounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which the Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to actions of the California Legislature.
(h) "Term" shall mean the period of time the Plan remains in effect.
1.2 Allocation of Tax Increment. Subject to the limitations of Sections 1.5 and
2.1 hereof, the College District's Share ol the Tax Increment (as defined above in Section 1.1)
shall be allocated as provided in this Secti.)n 1.2-
(a) For each Fil;cal Year commencing in the tax year which begins
after thc January 1st next following the transmittal of the documents as required by Health and
Safety Code Section 33375, the Agency shall pay to a trust fund known and designated as the
North Orange County College District Cal~ital Facilities Fund, to be administered by and for the
benefit of the College District and at the College District's sole cost and expense (the "Fund"),
an amount equal to forty-five percent (45 %) of the College District's Share of the Tax Increment
(as defined above in Section 1.1) (the "Di:;trict Amount"). Payment to the Fund of the District
Amount shall be made within sixty (60) d:tys after the first allocation and payment by the County
Auditor-Controller to the Agency of Tax Increment pursuant to the Plan for the Fiscal Year for
which such payment is due hereunder, provided that payments in relation to allotments received
between July 1 and December 31 of any Fiscal Year shall be made no later than the following
February 28, and that payments in relation to allotments received between January 1 and June 30
of any Fiscal Year shall be made no later than the following August 30.
(b) Notwithstanding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging the Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, or any proceedings of the Agency or the City in
connection therewith, then the Agency shall cause all amounts constituting the District Amount to
be held in a segregated account, administered by the Agency, for the period of such litigation
and, provided that the adoption of the Plm~ is not set aside or annulled as the result of such
litigation, the Agency shall pay all amounts held in such segregated account into the Fund upon
the final and I'ormal conclusion of such litigation.
~'unL:7320_2 ] 336[ B2621.40 3
1.3 Books anti Records. The Agency shall, within sixty (60) days after receipt
of written request from the College District, make available tt: the College District for review or
audit its records or statements regarding the allocation and payment of Tax Increment to the
Agency in accordance with the Plan pursuant to Health and Safety Code Section 33670(b).
1.4 Section 33676 Resolutions. The College District certifies that it shall not
request receipt of revenues pursuant to Section 33676(a)(2) of the California Health and Safety
Code and within sixty (60) days of executing this Agreement, the College District will repeal the
resolution, if any, that it has adopted purst~ant to Health and Safety Code Section 33676(b)
regarding the Plan and requesting revenue~; pursuant to Section 33676(a)(2).
1.5 Payments Subject to Indebtedness. Payments by the Agency to the College
District pursuant to Section 1.2 of this Agreement are subject to the conditions and limitations set
forth in this Section 1.5:
(a) The Agency's obligation under this Agreement to make payments
to the Fund is deemed to constitute an "in{lebtedness" within the meaning of California Health
and Safety Code Sections 33670 and 33675.
(b) Except as set forth herein, the Agency's obligation to make
payments hereunder shall be limited to Tax Increment from the Redevelopment Project Area
which is actually received and retained by the Agency. In no way shall the Agency be liable for
such obligations from any other revenues. The City shall have no financial obligation or any
other obligations by virtue of this Agreement, and shall not be responsible for the discharge of
obligations of the Agency herein.
(c) It is understood that certain amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special fl~nds to service bonded indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33334.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to tb, e Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency to the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et xeq., respectively, or successor statutes. The Agency's
obligation to make the payments to thc Fund pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health and Safety Code Section 33334.2, ,:)r a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statutes.
(d) The parties understand that fi~ture legislative changes made to
Health and Safety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may increase or decrease the net amount of Tax Increment
which is available to the Agency and which is payable to the Fund hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the definition of Tax Increment or in the tax sharing formula
set forth in this Agreement.
Pure.:7326_2 [ 336 [ B2621.40 4
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certain additional amounts of tl~e taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety Code may be required to be set aside or paid to
affected taxing entities, particularly school districts and community college districts, to meet
legislative requirements which may be imposed on some or all redevelopment agencies pursuant
to currently existing, proposed or subsequent legislation. Thc parties understand that such
potential legislative changes to the Community Redevelopment Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for payment to
the Fund hereunder.
Subject to the rights of the College District and/or the Agency to terminate
this Agreement pursuant to Section 2.1 hereof and to the extent the parties elect to proceed
hereunder, the full amount, if any, paid by the Agency pursuant to any mandatory payment
specifically to or for the benefit of the College District due to legislative requirements each year
shall be credited to the Agency and offset and deducted from the amounts due by the Agency to
the Fund pursuant to Section 1.2 hereof, or alternatively, in any year if no payments by the
Agency to the District are mandated by legislative requirements due to the form or exceptions of
this Agreement, the full amount excepted shall be included within the amount of available Tax
Increment for the payment by the Agency to the Fund required by Section 1.2 hereof.
(e) Subject to paragraph (c) of this Section 1.5, the Agency agrees to
size any fi~ture Bonded Indebtedness in stroh a way that sufficient fitnds will be available to
satisfy its obligations to the College Distri,:t pursuant to this Agreement. Subject to paragraph (I)
of this Section 1.5, if, during any Fiscal Year, the Agency is unable to pay the full amount due
and owing to the Fund pursuant to this Agreement, the hill amount of such deficit shall be paid
by the Agency to the Fund pursuant to thi~; Section 1.5 in the lbllowing Fiscal Year together with
interest at a rate equal to the average coupon rate on the bonds to which the delayed amount
payable to the Fund is subordinate. The parties agree that this delay is necessary to accomplish
the purposes of the Plan at an earlier time than would otherwise be the case in that such delay
would allow for issuance of bonds with a higher principal amount. Nothing in this Agreement
shall be construed to give the College District the right to approve any Agency indebtedness,
including, without limitation, Bonded Indebtedness.
(I) The Agency may incur a deficit and defer payment to the Fund
pursuant to this Agreement for a maximum of two (2) years, at which time the Agency shall pay
the Fund the fi~ll amount due of such dela'~ed payment of Tax Increment together with interest at
a rate equal to the average coupon rate of the bonds to which the delayed amount payable to the
Fund is subordinate. The College District may request from time to time that the Agency, in
connection with the Agency's election to i:;sue and sell bonds secured by Tax Increment from the
Redevelopment Project Area under the Plan, include in the sizing of the bond issuance an amount
to be secured by the Tax Increment payab~,e to the Fund pursuant to Section 1.2 of this
Agreement. Such request by the College District shall be subject in all respects to the Agency's
full discretion to determine the amount of the bond issue, maturity, interest rates and all other
material terms. The Agency agrees to consider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the Cellege District, upon receipt, that portion of the bond
proceeds which is secured by the Tax Increment payable to the Fund pursuant to Section 1.2
hereof (as reduced by the pro rata costs o1' issuance, reserve fi~nds and all other amounts
mint..:7320_2 [ 336[ B2621.40 5
allocable to that portion of the bond isstiance secured by thc Tax Increment). To the extent of
such payment, the Agency's obligation pursuant to Section 1.2 hereof to pay Tax Increment shall
be fully satisfied. The College District sh:fil evidence in writing, to the satisfaction of Agency's
bond counsel, its consent to the terms of tim issuance and the extinguishment of the Agency's
obligation to pay the corresponding Tax Increment. The College District acknowledges that
numerous laws, restrictions and regulation.g apply to the issuance of bonds and if bonds arc issued
pursuant to this paragraph and the Tax Increment is included in the issuance, then the College
District agrees to comply with all requiren~ents that Agency's bond counsel may deem applicable
in its judgment, including, without limitati,)n, all applicable federal tax and security law
requirements and all other applicable requirements of state and federal law.
(g) Notwithstamting the other provisions of this Section 1.5, no
payment shall be made by the Agency in any Fiscal Year pursuant to this Agreement if such
payment would impair any contract, obligation to service Bonded Indebtedness or any other
existing obligation entered into by the Agency prior to the execution of this Agreement.
th) Notwithstan~ling any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the Fund under this Agreement in any
single Fiscal Year shall not: ti) exceed the amount of Tax Increment which would have been
received by the College District if all the q.?ax Increment I¥om the Redevelopment Project Area
had been allocated to all the affected taxint; agencies without regard to the division of taxes
required by Health and Safety Code Secticn 33670; (ii) violate the expenditure limitation under
Article XIIIB of the California Constitution; or (iii) be contrary to any provision of the laws of
the State of California.
ti) No pay~nents shall be made by the Agency to the Fund, either from
Tax Increment or from any other source of fimds, except as expressly set forth in Sections 1.2
and 1.5 of this Agreement.
(j) The College District shall indemnify, defend and hold harmless the
Agency, the City and their respective officers, employees, representatives and agents from any
and all claims, liabilities and causes of action asserted by any third party against the Agency or
the City by reason of the Agency's payment of funds in thc manner described in Section 1.2 of
this Agreement.
(k) In the event the Agency is unable to meet its obligation under this
Agreement, such monies due to the College District shall be considered an indebtedness of the
Agency to College District until such obligation is fulfilled. In that event the amount due shall
accrue interest until payment is made, computed quarterly at the pooled money investment rate of
the County of Orange ("County") as publi'ihed in its Quarterly Earnings Report or similar
comparable successor publication. Until such amounts are paid with accrued interest, as
applicable, such amount due shall be paid from the first available Tax Increment available to
Agency on a pro rata basis to the College District (and the other taxing agencies with whom the
Agency is obligated under agreement(s) similar to this Agreement with respect to this project).
Nothing in this subdivision (k) shall cause or be construed to cause the obligation of payment by
the Agency to the College District hereumler to be superior to or have priority above any Bonded
Indebtedness of the Agency or any existing obligation of the Agency.
mint.:7320__2 [ 3361 B2621.40
1.6 Use of the Fund. 'l'he monies paid to the College District pursuant to
Section 1.2 of this Agreement shall be used to finance capital improvement projects of benefit to
the College District which are located within the boundaries of the Redevelopment Project Area
or any other redevelopment project areas adopted by the City. If the College District has no
existing facilities within the above-referenced redevelopment project areas, the monies deposited
in the Fund shall be used to finance capital improvement projects of benefit to the College
District which are located within the City. Upon approval by the Agency, the College District
may be permitted to spend Fund monies outside the boundaries of the City, provided that such
expenditt, re will be of benefit to a redevel{~pment project area adopted by the City. The College
District shall promptly provide without ch:trge a written statement accounting for the expenditure
of monies deposited in the Fund upon written request therefor by the Agency.
Section 2. Administration.
2.1 Effective Date and Term. This Agreement shall become effective upon the
date of execution of this Agreement by the Agency (the "Effective Date")and shall remain in
effect until all Agency debts are paid purs~ant to this Agreement, or until the limit for incurring
indebtedness as stated in the Plan expires, whichever event occurs last. Notwithstanding the
foregoing, this Agreement shall terminate automatically and be of no further force or effect in the
event the City fails to adopt the Plan on of' before December 31, 1993, or the adoption of the
Plan should be set aside or annulled as the result of litigation.
If as a result of the terms and conditions of this Agreement any department of the
State of Calilbrnia, the State of California Legislature, or a court of law imposes restrictions,
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any ,,cay adversely affects the normal, accepted, and
standard revenue sources and accounting l:ractices and amount of revenues with regards to the
financing of services and facilities of the (:ollege District as provided for by the Community
Redevelopment Law or otherwise by the State of California, then this Agreement shall be
renegotiated between the College District ~tnd the Agency.
If any department of the State of California, the State of California Legislature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other require~nents which in any way adversely affects the
current rnethod of tax increment allocation and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency t~) pay the College District, and/or the amount of funds
to be set aside or mandated to be paid to or expended for taxing entities as provided for by the
Community Redevelopment Law or otherwise by the State of California, then this Agreement
shall be renegotiated between the College District and the Agency.
In clarification of the Ibregoing two paragraphs, the Agency and the College
District agree each is obligated to negotiate in good faith toward an amended or new pass-through
contract, which contract provides reasonably remaining financial benefit to the College District,
and reasonably equivalent remaining tax ir~crement funds allocable and paid to and/or retained
and expendable by the Agency in relation to the legislative requirements and circumstances at the
time of such renegotiations, all in full corppliance with the Community Redevelopment Law and
all other applicable laws.
3361 B2621.40 7
2.3 Severability. If alter this Agreement is executed, the State of California
enacts laws or policies in conflict with all or any portion of this Agreement, the Agency and the
College District may mutually agree to ex(:use performance of all or any portion of this
Agreement by the Agency or the College l)istrict. .
In the event any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties thereto shall take further actions as may be reasonably
necessary and available to them to effectuz, te the intent of the parties as to all provisions set forth
in this Agreement.
2.4 Notice. The College District certifies to the Agency that it has received all
notices, written or published, that it are required by the Community Redevelopment Law to be
provided during the process leading to the adoption of the Plan, and the College District hereby
waives any and all legal rights it may have, to contest the Plan or the Environmental Impact
Report prepared in connection therewith, flue to a failure to receive any stamtorily required
notice.
2.5 Release and Covenant Not to Sue or Challenge Plan. The College District
releases the City and the Agency from any' and all claims or causes of action, and covenants and
agrees and irrevocably binds itself and its officers, employees, agents and representatives forever
at no time or place to commence or participate in or prosecute any actions on account of any
claim or causes of action, whether past, present or fi~ture, arising out of the City's and the
Agency's adoption of the Plan, or the City's or the Agency's lawful activities in implementation
of and pursuant to the Plan. The College District agrees that neither it, nor its officers,
employees, agents or representatives at the. expense, direction, recommendation or encouragement
of the College District, shall file or participate in opposition to the Agency or the City in any
challenge attacking or otherwise questioni~g (i) the validity of the Plan, or (ii) the adoption or
approval of the Plan, or (iii) any of the fi~dings, determinations, or filings previously made by
the Agency or the City Council in connection with the Plan, or (iv) the implementation of the
Plan, or (v) any of its supporting docume~tation including, without limitation, any Environmental
Impact Report prepared for the Plan in connection with the actions set forth in paragraphs (i)
through (v) above. The College District furthermore agrees that neither it, nor its officers,
employees, agents or representatives at the expense, direction, recommendation or encouragement
of the College District, shall file or participate in opposition in any challenge to any zoning
changes, general plan amendments, conditional use permits, or any other specific development
applications within the Redevelopment Project Area proceeding through 'the entitlement process of
the City and/or the Agency pursuant to the Plan.
Nothing in the foregoing paragrapl~ of this Section 2.5 shall modify the right of the
College District to receive payment of de~'elopment fees authorized by Government Code Section
53080, et seq. or successor statutes thereto).
The College District acknowledges that it is aware of and familiar with the
provisions of Section 154.2 of the California Civil Code, which provides as follows:
"A general release does not extend to claims which the creditor
does not know or suspect to exist ;n his favor at the time of executing the release,
~'ut~t.:7320_2 [ 3301 B2021.40
which if known by him must l~ave materially affected his settlement with the
debtor."
The College District hereby waives and relinquishes all rights and benefils which
it may have under Section 1542 of the California Civil Code, exclusively with respect to the
claims which it releases or may have released pursuant to this Section 2.5.
2.6 Downtown Anahein~ Projects. The Agency and the College District may
agree to jointly construct one or more capital facilities projects which are located within or which
are of benefit to the Agency's Alpha Redevelopment Project Area and are of benefit to the
College District (the "Joint Project(s)"). In the event the parties agree to construct one or more
Joint Projects, the Agency shall not be required in its participation with the College District in
such Joint Project to commit assets of value, whether tangible or intangible, or to expend a
greater amount of monies toward the cost of such Joint Project than the total amount the Agency
reasonably estimates through financial pro. iections will be payable to the College District pursuant
to this Agreement, including any and all fim~re payments due under this Agreement. In addition,
the actual amount of monies expended and/or the value of assets committed by the Agency
toward the Agency's participation in such Joint Project shall be deemed an advance payment of
the College District's Share of Tax Increment, and then in lieu of actual disbursement to the
College District of the monies pursuant to Section 1.2 hereof, the amount of such advance
payment shall be deducted from future all~cations of the College District's Share of Tax
Increment, and credited as if repayments (~n such advance of fimds until such time as the entire
amount of such advance payment has been credited in full.
2.7 Entire Agreement. This Agreement constitutes the entire, complete and
final expression of the agreement between the parties and any changes, modifications or
amendments thereto shall be legally binding and effective only upon duly executed written
amendment hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
day and year first above written.
NORTH ORANGE COUNTY
COMMUNITY COLLEGE DISTRICT, a
public agency
ATTEST:
By:
Its:
"DISTRICT"
PUBt.:7326_213361 B2621.40 9
APPROVED AS TO FORM:
Cotinsel to the North Orange County
Community College District
[Signatures continued on next page]
t,tJm_:7326_ 21336[ 112621.40 l 0
ANAHEIM REDEVELOPMENT
AGENCY, a public body corporate and
politic
·
By:
Chairman
"AGENCY"
ATTEST:
Agency Clerk
APPROVED AS TO FORM'
Stradling, Yocca, Carlson & Rauth,
Agency Special Counsel
euut-:7326-213361B2621-40 II
AT'i't~ j:ItMEN'i~ "E"
AGREEMENT BY AND BETWEEN THE
ORANGE COUNTY SUFERIN'I-I?~NDENT OF SCHOOLS
AND THE ANAItEIM REDEVELOPMENT AGENCY CONCERNING
THE PROPOSED BROOI41IURST COMMERCIAL CORRIDOR
REDEVELOPMENT PROJECT
THIS AGREEMENT (this "Agreement") is entered into on the day of
, 1993 (the "Effective Date"), by and between the ORANGE COUNTY
SUPERINTENDENT OF SCHOOLS (the "Superintendent") and the ANAHEIM
REDEVELOPMENT AGENCY, a public body corporate and politic (the "Agency").
RECITALS
A. The Agency is a redevelopment agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been authorized to transact business and exercise the powers of a redevelopment
agency pursuant to action of the City Council of the City of Anaheim (the "City Council").
B. The Agency is presently processing a Redevelopment Plan (the "Plan") for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the "Project").
C. The proposed Plan contains provisions authorizing the allocation to the Agency of
property tax revenues derived from property located within the Redevelopment Project Area
pursuant to California Health and Safety (:ode Section 33670(b) ("Tax Increment").
D. The Superintendent, as defi. ned in Section 33353.2 of the Health and Safety Code,
is an affected taxing entity which has general purpose and special bonded indebtedness ad
valorem property taxes levied on its behalf by the County of Orange (the "County") on certain
areas which, in the event an ordinance were approved adopting the Plan, would be included
within the Redevelopment Project Area.
E. Section 33401 of the Health and Safety Code authorizes the Agency to pay an
affected taxing entity with territory within the Redevelopment Project Area that amount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. Agency has found and determined that, in the event that the Plan is adopted, it
would be appropriate to alleviate any finm~cial burden or detriment caused to the Superintendent
by the Plan by paying to the Superintendent certain monies consistent with Section 1.2 of this
Agreement, all in accordance with Section 33401 of the Health and Safety Code.
G. The Superintendent and th{: Agency desire to resolve and settle, once and for all
times, all present, past and future controversies, claims, causes of action or purported causes of
action, differences or disputes, both real ~nd potential, ensuing against the City of Anaheim
("City") and the Agency in relationship to the Project and the Plan. Nothing herein shall be
construed as waiving the Superintcndent's right to make application for and receive further
assistance from the Agency pursuant to Section 33401 of the Health and Safety Code with respect
to any redevelopn~ent plans or plan aniendments adopted by the Agency in the future, provided
that both parties acknowledge that nothing in this Agrcen~ent shall obligate the Agency to make
such assistance to the Superintendent.
NOW, THEREFORE, in considenttion of the foregoing and the mutual promises and
covenants contained herein, the parties agree as follows:
Section 1. Distribution of Tax Increment.
1.1 Definitions. For pt~rposes of this Agreement, the following terms will
have the stated definitions:
(a) "Bonded Imlebtedness" shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the furtherance of the Plan pursuant to Ap:icle 5 (commencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment Law.
(b) "County" means the County of Orange, California.
(c)
the following June 30.
"Fiscal Yea':" shall mean the period from July 1 to and including
(d) "Ordinance'" shall mean the ordinance approving the Plan.
(e) "Redevelopment Project Area" means the property within the
boundaries of the proposed Brookhurst Commercial Corridor Redevelopment Project.
(t) "Superintendent's Share" shall mean that portion of Tax Increment
allocated to and received by the Agency pursuant to Health and Safety Code Section 33670(b)
resulting from the general purpose tax lev~, of the Superintendenl that, had the Plan not been
adopted, would be allocated and paid to the Superintendent from the Redevelopment Project Area
for the benefit of the Superintendent's Ge~eral Fund, as cotnputed by the County Auditor-
Controller, in accordance with the applicable provisions of the California Revenue and Taxation
Code.
(g) "Tax Increment" shall mean that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-!994 base year assessed
valuation, which tax revenues are allocated and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from ti;e Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those ~axes collected as a result of the one percent (1%) levy
allowed under Article XIIIA of the California Constitution. The following shall not be deemed to
be Tax Increment for the purposes of this Agreement:
(1) The amount the Agency is required to set aside for the
purpose of low- to moderate-income hous;ng pursuant to Health and Safety Code Section
33334.2, or a successor statute; and
mmi.:7322 21336[ B2621.40 q
(2) The amount the Agency is required to pay to the County as
the property tax administration f¢¢ pursum~t to California Revenue and Taxation Code Sections 97
and 9'/.5, or successor statutes; and
(3) The amount the Agency is required to pay into the
Educational Revenue Augmentation Fund ,~f the County pursuant to Health and Safety Code
Section 33680 el seq., or successor statutes; and
(4) Any amounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which the Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to actions of the California Legislature.
(h) "Term" shall mean the period of time the Plan remains in effect.
1.2 Allocation of Tax Increment. Subject to the limitations of Sections 1.5 and
2.1 hereof, the Superintendent's Share of *tte Tax Increment (as defined above in Section 1.1)
shall be allocated as provided in this Section 1.2:
(a) For each Fi:~cal Year commencing in the tax year which begins
after the January 1st next following the tr:tnsmittal of the documents as required by Health and
Safety Code Section 33375, the Agency st~all pay to a trust fund known and designated as the
Orange County Superintendent of Schools Capital Projects Special Reserve Fund, to be
administered by and for the benefit of the Superintendent and at the Superintendent's sole cost
and expe~tse (the "Fund"), an amount equ:tl to fifty percent (50%) of the Superintendent's Share
of the Tax Increment (as defined above in Section 1.1) (the "Superintendent Amount"). Payment
to the Fund of the Superintendent Amount shall be made within sixty (60) days after the first
allocation and payment by the County Amlitor-Controller to the Agency of Tax Increment
pursuant to the Plan for the Fiscal Year for which such payment is due hereunder, provided that
payments in relation to allotments receive¢l between July I and December 31 of any Fiscal Year
shall be made no later than the following February 28, and that payments in relation to allotments
received between January 1 and June 30 ef any Fiscal Year shall be made no later than the
following August 30.
(b) Notwithstanding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging the Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, o~' any proceedings of the Agency or the City in
connection therewith, then the Agency shall cause all amounts constituting the Superintendent
Amount to be held in a segregated account, administered by the Agency, for the period of such
litigation and, provided that the adoption {~f the Plan is not set aside or annulled as the result of
such litigation, the Agency shall pay all mnounts held in such segregated account into the Fund
upon the final and formal conclusion of such litigation.
1.3 Books and Records. The Agency shall, within sixty (60) days after receipt
of written request from the Superintendent, make available to the Superintendent for review or
audit its records or statements regarding the allocation and payment of Tax Increment to the
Agency in accordance with the Plan purst:ant to Health and Safety Code Section 33670(b).
mJut_:7322_.21336[ B262 ! .40 3
1.4 Section 33676 Resolutions. The Superintendent certifies that it shall not
request receipt of revenues pursuant to Section 33676(a)(2) of the Health and Safety Code and
within sixty (60) days of executing this Agreement, the Superintendent will repeal the resolution,
if any, that it has adopted pursuant to Health and Safety Code Section 33676(b) regarding the
Plan and requesting revenues pursuant to Section 33676(a)(2).
1.5 Payments Subject to Indebtedness. Payments by the Agency to the
Superintendent pursuant to Section 1.2 of ',his Agreement are subject to the conditions and
limitations set forth in this Section 1.5:
(a) The Agency's obligation under this Agreement to make payments
to the Superintendent is deemed to constitt~te "an indebtedness" within the meaning of Health and
Safety Code Sections 33670 and 33675.
(b) The Agency's obligation to make payments hereunder shall be
limited to Tax Increment from the Redevelopment Project Area which is actually received and
retained by the Agency. In no way shall lhe Agency be liable for such obligations from any
other revenues. The City shall have no financial obligation or any other obligations by virtue of
this Agreement, and shall not be responsilde for the discharge of obligations of the Agency
herein.
(c) It is understood that certain amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special funds to service bor,.ded indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33334.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to tl~e Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency ~o the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et .¥eq., respectively, or successor statutes. The Agency's
obligation to make the payments to the Fund pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health and Safety Code Section 33334.2, or a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statut~,s.
(d) The parties understand that future legislative changes made to
Health and Safety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may increase or decrease the net amount of Tax Increment
which is available to the Agency and whic.h is payable to the Fund hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the detinition of Tax Increment or in the tax sharing formula
set forth in this Agreement.
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certain additional amounts of the taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety Code may be required to be set aside or paid to
affected taxing entities, particularly school, districts and community college districts, to meet
legislative requirements which may be iml~osed on some or all redevelopment agencies pursuant
~,um:7322_2 [ 3361 B2621.40
to currently existing, proposed or subsequent legislation. The parties understand that such
potential legislative changes to the Community Redevelopment Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for payment to
the Fund hereunder. .
Subject to the right~,; of the Superintendent and/or the Agency to terminate
this Agreement pursuant to Section 2.1 hereof and to the extent the parties elect to proceed
hereunder, the full al~ount, if any, paid by the Agency pursuant to any mandatory payment to or
lbr the benefit of the Superintendent due to legislative requirements each year shall be credited to
the Agency and offset and deducted from the amounts due by the Agency to the Fund pursuant to
Section 1.2 hereof, or alternatively, in any year if no payments by the Agency to the District are
mandated by legislative requirements due ~:o the form or exceptions of this Agreement, the full
amount excepted shall be included within d~e amount of available Tax Increment for the payment
by the Agency to the Fund required by Section 1.2 hereof.
(e) Subject to paragraph (c) of this Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in such a way that sufficient funds will be available to
satisfy its obligations to the Superintendent pursuant to this Agreement. Subject to paragraph (t)
of this Section 1.5, if, during any Fiscal 'Year, the Agency is unable to pay the full amount due
and owing to the Fund pursuant to this Agreement, the full amount of such deficit shall be paid
by thc Agency to the Fund pursuant to this Section 1.5 in the following Fiscal Year, together
with interest at a rate equal to the average coupon rate on the bonds to which the delayed amount
payable to the Fund is subordinate. The t~arties agree that this delay is necessary to accomplish
the purposes of the Plan at an earlier time than would otherwise be the case in that such delay
would allow for issuance of bonds with a higher principal amount. Nothing in this Agreement
shall be construed to give the Superintend.~nt the right to approve any Agency indebtedness,
including, without limitation, Bonded In&.btedness.
(t) The Agenc)~ may incur a deficit and defer payment to the Fund
pursuant to this Agreement for a maximtun of two (2) years, at which time the Agency shall pay
the Fund the full amount due of such delayed payment of Tax Increment together with interest at
a rate equal to the average coupon rate of the bonds to which the delayed amount payable to the
Fund is subordinate. The Superintendent may request from time to time that the Agency, in
connection with the Agency's election to issue and sell bonds secured by Tax Increment from the
Redevelopment Project Area under the Pl~tn, include in the sizing of the bond issuance an amount
to be secured by the Tax Increment payable to the Fund pursuant to Section 1.2 of this
Agreement. Such request by the Superintendent shall be subject in all respects to the Agency's
full discretion to determine the amount of the bond issue, maturity, interest rates and all other
material terms. The Agency agrees to co~sider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the Superintendent, upon receipt, that portion of the bond
proceeds which is secured by the Tax Inc~'cment payable to the Fund pursuant to Section 1.2
hereof (as reduced by the pro rata costs o~' issuance, reserve funds and all other amounts
allocable to that portion of the bond issua~ce secured by the Tax Increment). To the extent of
such l)ayment, the Agency's obligation pursuant to Section 1.2 hereof to pay Tax Increment shall
bc fully satisfied. The Superintendent sh~.ll evidence in writing, to the satisfaction of Agency's
bond counsel, its consent to the terms of lhe issuance and the extinguishment of the Agency's
obligation to pay the corresponding Tax I~crement. The Superintendent acknowledges that
ruud.:7322_2 [ 3361 B2621.40 ~j
numerous laws, restrictions and regulations apply to the issuance of bonds and if bonds are issued
pursuant to this paragraph and the Tax Increment is included in the issuance, then the
Supcrintendent agrees to comply with all requirements that Agency's bond counsel may deem
applicable in its judgment, including, without limitation, all applicable federal tax and socurity
law requirements and all other applicable ~'equirements of state and federal law.
(g) Notwithstanding the other provisions of this Section 1.5, no
payment shall be made by the Agency in any Fiscal Year pursuant to this Agreement if such
payment would impair any contract, oblig:ttion to service Bonded Indebtedness or any other
existing obligation entered into by the Agency prior to the execution of this Agreement.
(h) Notwithstanding any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the Fund under this Agreement in any
single Fiscal Year shall not: (i) exceed the amount of Tax Increment which would have been
received by the Superintendent if all the Tax Increment from the Redevelopment Project Area had
been allocated to all the affected taxing agencies without regard to the division of taxes required
by Health and Safety Code Section 33670', (ii) violate the expenditure limitation under Article
XIIIB of the California Constitution; or (iii) be contrary to any provision of the laws of the State
of Calilbrnia.
(i) No paymems shall be made by the Agency to the Fund, either from
Tax Increment or from any other source of funds, except as expressly set forth in Sections 1.2
and 1.5 of this Agreement.
(j) The Superirtendent shall indemnify, defend and hold harmless the
Agency, the City and their respective orris:ers, employees, representatives and agents from any
and all claims, liabilities and causes of action asserted by any third party against the Agency or
the City by reason of the Agency's payment of fi~nds in the manner described in Section 1.2 of
this Agreement.
(k) In the event the Agency is unable to meet its obligation under this
Agreement, such monies due to the Superintendent shall be considered an indebtedness of the
Agency to Superintendent until such oblig.ition is fulfilled. In that event the amount due shall
accrue interest until payment is made, computed quarterly at the pooled money investment rate of
the County of Orange ("County") as published in its Quarterly Earnings Report or similar
comparable successor publication. Until such amounts are paid with accrued interest, as
applicable, such amount due shall be paid from the first available Tax Increment available to
Agency on a pro rata basis to the Superimendent (and the other taxing agencies with whom the
Agency is obligated under agreement(s) similar to this Agreement with respect to this project).
Nothing in this subdivision (k) shall cause or be construed to cause the obligation of payment by
the Agency to the Superintendent hereunder to be superior to or have priority above any Bonded
Indebtedness of the Agency or any existing obligation of the Agency.
1.6 Use of Fund. The monies paid to the Superintendent pursuant to Section
1.2 of this Agreement shall be used for lawful Superintendent purposes which will be of benefit
to the Redevelopment Project Area or any other redevelopment project areas adopted by the City.
Upon written request by the Agency, the 'guperintendent shall promptly provide without charge a
written statement accounting for the exper~diture of monies deposited in the Fund.
mJm,:7322__21336t B2621.40 6
Section 2. Administration.
2.1 Effective Date and 'Ferm. This Agreement shall become effective upon the
date of execution of this Agreement by the. Agency (the "Effective Date") and shall remain in
effect until all Agency debts are paid pursuant to this Agreement, or until the limit for incurring
indebtedness as stated in the Plan expires, whichever event occurs last. Notwithstanding the
Ibregoing, this Agreement shall terminate automatically and be of no further force or effect in the
event the City fails to adopt the Plan on or before December 31, 1993, or the adoption of the
Plan should be set aside or annulled as the result of litigation.
If as a result of the terms and conditions of this Agreement any department of the
State of California, the State of California Legislature, or a court of law imposes restrictions,
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting practices and amount of revenues with regards to the
financing of services and facilities of the Superintendent as provided for by the Community
Redevelopment Law or otherwise by the State of California, then this Agreement shall be
renegotiated between the Superintendent and the Agency.
If any department of the State of California, the State of California Legislature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements which in any way adversely affects the
current method of tax increment allocation and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency to pay the Superintendent, and/or the amount of funds
to be set aside or mandated to be paid to or expended for taxing entities as provided for by the
Community Redevelopment Law or otherwise by the State of California, then at the sole
discretion of the Agency this Agreement shall be terminated and be of no other further force or
effect and thereafter be renegotiated between the Superintendent and the Agency.
In clarification of the foregoing two paragraphs, the Agency and the
Superintendent agree each is obligated to negotiate in good faith toward an amended or new
pass-through contract, which contract pro,.ddes reasonably remaining financial benefit to the
Superintendent, and reasonably equivalent remaining tax increment funds allocable and paid to
and/or retained and expendable by the Agency in relation to the legislative requirements and
circumstances at the time of such renegotiations, all in full compliance with the Community
Redevelopment Law and all other applicatde laws.
2.3 Severability. If after this Agreement is executed, the State of California
enacts laws or policies in conflict with all or any portion of this Agreement, the Agency and the
Superintendent may mutually agree to excuse performance of all or any portion of this Agreement
by the Agency or the Superintendent.
In the event any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties thereto shall take further actions as may be reasonably
necessary and available to them to effectuate the intent of the parties as to all provisions set forth
in this Agreement.
PUUL:?322_21336[B2621.40 7
2.4 Notice. The Superintendent certifies to the Agency that it has received all
notices, written or published, that it are required by the California Community Redevelopment
Law to be provided during the process leading to the adoption of the Plan, and the
Superintendent hereby waives any and all legal rights it may have to contest the Plan or. the
Environmental hnpact Report prepared in connection therewith, due to a failure to receive any
statutorily required notice.
2.5 Release and Covenant Not to Sue or Challenge Plan. The Superintendent
releases the City and the Agency frown an3' and all claims or causes of action, and covenants and
agrees and irrevocably binds itself and its officers, employees, agents and representatives forever
at no time or place to commence or participate in or prosecute any actions on account of any
claim or causes of action, whether past, present or future, arising out of the City's and the
Agency's adoption of the Plan, or the City's or the Agency's lawful activities in implementation
of and pursuant to the Plan. The Superintendent agrees that neither it, nor its officers,
employees, agents or representatives at th{'. expense, direction, recommendation or encouragement
of the Superintendent, shall file or participate in opposition to the Agency or the City in any
challenge attacking or otherwise questioni~g (i) the validity of the Plan, or (ii) the adoption or
approval of the Plan, or (iii) any of the fi~tdings, determinations, or filings previously made by
the Agency or the City Council in connection with the Plan, or (iv) the implementation of the
Plan, or (v) any of its supporting docume~tation including, without limitation, any Environmental
hnpact Report prepared for the Plan in co:anection with the actions set forth in paragraphs (i)
through (v) above. The Superintendent furthermore agrees that neither it, nor its officers,
employees, agents or representatives at the expense, direction, recommendation or encouragement
of the Superintendent, shall file or participate in opposition in any challenge to any zoning
changes, general plan amendments, conditional use permits, or any other specific development
applications within the Redevelopment Project Area proce, eding through the entitlement process of
the City and/or the Agency pursuant to the Plan.
Nothing in the foregoing paragraph of this Section 2.5 shall modify the right of the
Superintendent to receive payment of development fees authorized by Government Code Section
53080, et seq. or successor statutes thereto.
The Superintendent acknowledges that it is aware of and familiar with the
provisions of Section 1542 of the California Civil Code, which provides as follows:
"A general release does not extend to claims which the creditor
does not know or suspect to exist in his favor at the time of executing the release,
which if known by him must have materially affected his settlement with the
debtor."
The Superintendent hereby waives and relinquishes all rights and benefits which it
may have under Section 1542 of the California Civil Code, exclusively with respect to the claims
which it releases or may have released pursuant to this Section 2.5..
2.6 No Overcrowding Resolution The Superintendent certifies that it has not,
and covenants that it will not, make or transmit findings, pursuant to Health and Safety Code
Section 33445.5, that conditions of overcrowding exist in areas within the Superintendent which
serve pupils who reside within or adjacent to the Redevelopment Project Area or any other
~'t~ m.:7322_2 [ 3361 82621.40 8
redevelopment project area within the City and that the conditions of overcrowding result from
actions taken by file Agency in implementing file Project and the Plan or any other redevelopment
project or plan of the Agency.
Nothing in this Section 2.6 shall preclude the Superintendent, except as provided
in Health and Safety Code Section 33445.5, from exercising its discretion as necessary to inform
the public orally or in writing as to condiv, ons of overcrowding which exist in areas within the
Superintendent which serve pupils who re~';ide within or adjacent to the Redevelopment Project
Area.
2.7 Entire Agreement. This Agreement constitutes the entire, complete and
Iinal expression of the agreement between the parties and any changes, modifications or
amendments thereto shall be legally binding and effective only upon duly executed written
amendment hereto.
IN WITNESS WHEREOF. the parties hereto have executed this Agreement on the
day and year first above written.
ORANGE COUNTY SUPERINTENDENT
OF SCHOOLS
APPROVED AS TO FORM:
By:
Its:
"SUPERINTENDENT"
Counsel to the Orange County
Superintendent of Schools
ANAHEIM REDEVELOPMENT
AGENCY, a public body
By'
Chairman
"AGENCY"
ATTEST:
1'um.:7322_213361 B2021.40 9
Agency Clerk
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth,
Agency Special Counsel
vutm:7322_213361 B2621.40 ! 0
ATTACttMENT "F"
AGREE2vIENT BY AND BETWEEN THE
ANAItlg~I UNION HIGH SCHOOL DISTRICT AND
THE ANAttELM REDEVELOPMENT AGENCY CONCERNING
THE PROPOSED BROOKHURST COM/~IERCIAL CORRIDOR
REDEVELOPMENT PROJECT
THIS AGREEMENT (this 'Agreement') is entered into on the day of
, 1993 (the 'Effective Date'), by and. between the ANAHEIM UNION HIGH
SCHOOL DISTRICT, a public agehcy (the 'School District') and the ANAHEIM
REDEVELOPMENT AGENCY, a public body corporate and politlc (the 'Agency').
·
-I CITA
.
A. The Agency is a redevelopment agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
seq.) which has been authorized to transact business and exercise the powers of a redevelopment
agency pursuant to action of the City Council of the City of Anaheim (the nCity Counciln).
B. The Agency is presently processing a Redevelopment Plan (the 'Plan') for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the 'Project').
C. The proposed Plan contains provisions authorizing the allocation to the Agency of
property tax revenues derived from property' located within the Redevelopment Project Area
pursuant to California Health and Safety Code Section 33670(b).
D. The School District is an affex:ted taxing entity, as defined in Section 33353.2 of
the Health and Safety Code, which has general purpose and special bonded indebtedness ad
valorem property taxes levied on its behalf by the County of Orange on certain areas which, in
the event an ordinance were approved adopting the Plan, would be included within the
Redevelopment Project Area.
E. Section 33401 of the Health and Safety Code authorizes the Agency to pay an
affected taxing entity with territory within the Redevelopment Project Area that amount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. The Agency has found and determined that, in the event that the Plan is adopted,
it would be appropriate to alleviate that financial burden or detriment caused to the School
District by the Plan by paying to the School District certain monies consistent with Section 1.2 of
this Agreement, all in accordance with Section 33401 of the Health and Safety Code.
G. The School District and the Agency desire to resolve and settle, once and for all
times, all present, past and furore controversies, claims, causes of action or purported causes of
action, differences or disputes, both real and potential, ensuing against the City of Anaheim (the
'City~) and the Agency in relationship to the Project and the Plan. Nothing herein shall be
construed as waiving the School tstrlct s ~ight to make application for and receive further
. ,
assistance fi'om the Agency pursuant to Section 33401 of the Health mid Safety Code with respect
to any redevelopment plans or plan amendp'lents adopted by the Agency in the future, pt~ovided
that both parties acknowledge that nothing !n this Agreement shall obligate the Agency to make
such assistance to the School District.
NOW, THEREFORE, in considera[ion of the foregoing and the mutual promises and
covenants contained herein, the parties agr~:e as follows'
Section 1. Distribution-of ]'ax Increment-.
1.1 Definitions.
have the stated definitions'
For pm'pose.s of ~is Agreement, the following terms will
·
Ca) 'Bonded h~d{:btcdne.ss' shall mean indebtedness incurred by the
Agency for any bonds, notes, interim certiticates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the fltrtherance of the Plan pursuant to Arti::lc 5 (conunencing with Section 33640) of Chapter 6,
Part i of the Community Redevelopment L~.w.
Cb) "County" me,ms the County of Orange, California.
Cc)
the following June 30.
'Fiscal Year' shall mean the period from July 1 to and including
Cd)
"Ordinance" .~hall mean the ordinance approving the Plan.
Ce) "Redevelopm..~:nt Project Area' means the property within the
boundaries of the proposed Brookhurst Con,inertial Corridor Redevelopment Project.
Cf) 'School District's Share' shall mean that portion of 'Pax Increment
allocated to and received by the Agency pur:iuant to Health and Safety Code Section 33670(b)
resulting from the general purpose tax levy of the School District that, had the Plan not been
adopted, would be allocated and paid to the School District from the Redevelopment Project Area
for the benefit of the School District's General Fund, as computed by the County Auditor-
Controller, in accordance with the applicabl:: provisions of the California Revenue and Taxation
Code.
(g) "Tax Incrcmcltt" shall mean that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-1994 base year assessed
valuation, which tax revenues are allocated :~nd paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from the ]~,edevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those ta:,t:s collected as a result of the one percent (1%) levy
allowed under Article XIIIA of the Calit'ornia Co~stitution. The following shall not be deemed to
be Tax Increment for the purposes of this Agreement:
t'tJm.:7107_ 1 I -/361 B2021.40
(1) The amount tile Agency is required to set aside for the
purpose of low- to moderate-income horsing pursuant to Health and Safety Code Section
33334.2, or a successor statute; and
(2) The amount the Agency is required to pay to the County as
the property tax administration fee purst~ant to California Revenue and Taxation Code Sections 97
and 97.5, or successor statutes; and
(3) The amount the Agency is required to pay into the
Educational Revenue Augmentation Fund of the Counly pursuant to Health and Safety Code
Section 33680 et seq., or successor statutes; and ~
(4) Ar,~y mnounts allocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which the Agency may be mandated to pay to another public
entity and/or a statutorily created fund pursuant to ac~tions of the California Legislature.
"Term" shall mean the period of time the Plan remains in effect.
1.2 Allocation of Tax Increment. Subject to the limitations of Sections 1.5 and
2.1 hereof, the School District's Share of the Tax Increment (as defined above in Section 1.1)
shall be allocated as provided in this Section 1.2'
(a) For each I;iscal Year co~runencing in the tax year which begins
after the January 1st next following the transmittal of the documents as required by Health and
Safety Code Section 33375, the Agency shall pay to a trust fund known and designated as the
Anahei~n Union High School District Capital Projects Special Reserve Fund, to be administered
by and for tile benefit of the School District and at the School District's sole cost and expense
(the "Fund"), an amount equal to fifty percent (50%) of the School District's Share of the Tax
Increment (as defined above in Section 1.1).
(b) Commencing in the eleventh (llth) Fiscal Year in which the
Agency receives Tm'( Increment, the Agency shall pay to the Fund, in addition to the amounts to
be paid pursuant to paragraph (a) of this Section 1.2, an amount equal to twenty-five percent
(25 %) of the School District's Share of the Adjusted Ba.se Year Tax Increment, which shall be
calculated by applying the School District's ~x rate ag;tinst the amount of assessed value by
which the current year assessed value exceeds the Adjusted B~e Year Assessed Value. The
"Adjusted Base Year Assessed Value" is the ,assessed ,,alue of the Redevelopment Project Area in
the tenth (10th) Fiscal Year in which the Agency receives Tax Increment. "Adjusted Base Year
Tax Increment" refers specifically to that portion of Tn< Increment resulting from the increase in
;tssessed valuation over the Adjusted Base Year Assess{:d Value.
(c) Any paym~:nks to be mad,_.- by the Agency pursuant to paragraphs
(a) and/or (b) above constitute the "District Amount." Payment to the Fund of the District
Amount shall be made within sixty (60) rlays after the first allocation and payment by the County
Auditor-Controller to the Agency of Tax Increment pursuant to the Plan for the Fiscal Year for
which such payment is due hereunder, provided that pa.~,ments in relation to allotments received
between July I and Decen~ber 31 of any Fiscal Year sl~,all be made no later titan the following
February 28, and that payments in relation to allotments received between January 1 mid June 30
of m~y Fiscal Year shall be made no later Ll~an the following August 30.
,,
(d) Notwithstanding paragraphs (a) and/or (b) above, if litigation of
whatever form is filed by any person or entity challenging the Plan, the Environmental Impact
Report prepared in connection therewith, ~,e Ordinance, or any proceedings of the Agency or
City in connection therewith, then the Agertcy shall cause all amounts constituting the District
Amount to be held in a segregated account, administered by the Agency, for the period of such
litigation and, provided that the adoption ot' the Plan is not set aside or annulled as the result of
such litigation, the Agency shall pay all amr)unts held in such segregated account into the Fund
upon the final and formal conclusion of such litigation.
1.3 Books and Records. The Agency shall, within sixty (60) days after receipt
of written request from the School District, make available to the School District for review or
audit its records or statements regarding 'the allocation and payment of Tax Increment to the
Agency in accordance with the Plan pursuartt to Health and Safety Code Section 33670(b).
1.4 Section 33676 Resol~tions. The School District certifies that it shall not
request receipt of revenues pursuant to Seclion 33676(a)(2) of the California Hemlth and Safety
Code and within sixty (60) days of executir, g this Agreement, the School District will repeal the
resolution, if any, that it has adopted pursu,]nt to Health and Safety Code Section 33676C0)
regarding the Plan.
1.5 Pa_yments Subject to Indebtedness. Payments by the Agency to the School
District pursuant to Section 1.2 of this Agr~..ement are subject to the conditions and limitations set
forth in this Section 1.5'
(a) The Agency':; obligation under this Agreement to make payments
to the Fund is deemed to constitute an"lndt:~tednessl ' wiLhin the meaning of California Health
and Safety Code Sections 33670 and 33675
(b) Except as set forth herein, thc Agency's obligation to make
payments hereunder shall be limited to Tax Increment from the Redevelopment Project Area
which is actually received and retained by tl~e Agency. In no way shall the Agency be liable for
such obligations from any other revenues. ]'he City shall have no financial obligation or any
other obligations by virtue of this Agreemer~t, and shall not be responsible for the discharge of
obligations of the Agency herein.
(c) It is understood that certain amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the C~tlifornia Health and Safety Code must be set aside by
the Agency in special ~nds to service bond,_~d indebtedness and to meet the Agency's obligation
under tlealth and Safety Code Section 3333,1.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to the Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency to the County and the Educational Revenue
Augmentation Fund pursuant to California F'.,~venue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 et xet]., respectively, or StlCCeSsor statutes. The Agency's
obligation to make the payments to the Fund pursuant to Section 1.2 hereof is and shall be first
:7107 I Jl]6J112621 ,10
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligation,s under
Healdl and Safety Code Section 33334.2, or a successor statute, and to the Agency's obligations
pursuant to Revenue and Taxation Code Sections 97 and 97.5 and Health and Safety Code
Section 33680 et seq., or successor statutes.
(d) The parties understand that future legislative changes made to
Health and Safety Code Sections 33334-.2 and/or 33680, et' seq., or other sections of the
Community Redevelopment Law, may incre.~e or decre2se the net amount of Tax Increment
which is available to the Agency and which is payable to the Fund hereunder, and the parties
agree that no such statutory changes shall entitle the parties to modify or terminate this
Agreement, or to seek a change in the definition of Tax Ir~crement or i~ the tax sharing formula
set forth in this Agreement.
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certa/n additional mounts of the taxes alldcated to the Agency pursuant to Section
33670 of the CalifOrnia Health and Safety' C,xle may be required to be set aside or paid to
affected taxing entities, particularly school districts and community college districts, to meet
legislative requirements which may be imposed on some or all redevelopment agencies pursuant
to currently existing, proposed or subsequent legislation. 'II-~e parties understand that such
potential legislative changes to the Community Redevelopn~ent Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for payment to
the Fund hereunder.
Subject to the rights of the School District and/or the Agency to terminate
this Agreement pursuant to Section 2.1 here¢~f and to the extent the parties elect to proceed
hereunder, the full amount, if any, paid by the Agency pmsuant to any mandatory payment to or
for the benefit of the School District due to legislative requirements each year shall be crediteA to
the Agency and offset and deducted from the amounts due by the Agency to the Fund pursuant to
Section 1.2 hereof, or alternatively, in any y,=ar if no payments by the Agency to the District are
mandated by legislative requirements due to ~:he form or exceptions of this Agreement, the full
amount excepted shall be included within the amount of available Tax Increment for the payment
by the Agency to the Fund required by Section 1.2 hereof.
(e) Subject to paragraph (c) of tltis Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in such a way that sufficient funds will be available to
satisfy its obligations to the School District pursuant to this Agreement. Subject to paragraph (0
of this Section 1.5, if, during any Fiscal Year, the Agency is unable to pay the full amount due
and owing to the Fund pursuant to this Agreement, the full amount of such deficit shall be paid
by the Agency to the Fund pursuant to this Ssction 1.5 in the following Fiscal Year, Thc particz
agree that this deferral is necessary to accomplish the purposes of the Plan at an earlier time than
would otherwise be the case in that such deferral would all~w for issuance of bonds with a higher
principal amount. Nothing in this Agreemenl shall be cons'~rued to give the School District the
right to approve any Agency indebtedness, including, without limitation, Bonded Indebtedness.
(f) The Agency m~ty incur a deficit and defer payment to the Fund
pursuant to this Agreement for a maximum of three (3) years, at which time the Agency shall pay
the Fund the full amount due of such deferrecl Tax Increment together with interest at a rate
equal to the average coupon rate of die bonds to which the deferred amount payable to the Fund
is subordinate. The School District may re~tuest from time to time that the Agency, in
connection with the Agency's election to is~",ue m-~d sell bonds secured by Tax Increment from the
Redevt:lopment Project Area under the Plan, include in the sizing of the bond issuance ~m amount
to be secured by the Tax Increment payable to the Fund pursuant to Section 1.2 of this
Agreement. Such request by the School Di!;trict shall be subject in all respects to the Agency's
full discretion to determine the mnount of Li~e bond issue, maturity, interest rates and all other
material terms. The Agency agrees to consider in good faith such request and endeavor to
include such amount in the bond issuance. In the event bonds are issued pursuant to this
paragraph, the Agency shall pay to the Sch~.,ol District, upon receipt, that portion of the bond
proceeds which is secured by the Tax Incre~nent payable to the Fund pursuant to Section 1.2
hereof (as reduced by the pro rata costs of i:~suance, reserve funds and all other amounts
allocable to that portion of the bond issuance: secured by the Tax Increment). To the extent of
such payment, the Agency's obligation pu. rsuant to Sec)ion 1.2 hereof to pay Tax Incrmnent shall
be fully satisfied. The School District shall evidence in writing, to the satisfaction of Agency's
',~md counsel, ils consent to the terms of the. issuance knd the extinguishment of the Agency's
obligation to pay the corresponding Tax .In.c~'ement. The School District acknowledges that
numerous laws, restrictions amd regulations apply to the issuance of bonds and if bonds ~e issued
pursuant to this paragraph and the Tax Increment is included in the issuance, then the School
District agrees to comply with all requirements that Agency's bond counsel may deem applicable
in its judgment, including, without limitations, all applicable federal tax and security law
requirements and all other applicable requirements of state and federal law.
(g) Notwithstandit~g the other provisions of this Section 1.5, no
payment shall be made by the Agency in any' Fiscal Year pursuant to this Agreement if such
payment would impair any contract, obligati~m to service Bonded Indebtedness or any other
existing obligation entered into by tile Agency prior to the execution of this Agreement.
(h) Notwithstanding m~y other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the Fund under this Agreement in any
~:,gle Fiscal Year shall not: (i) exceed the .amount of Tax Increment which would hav~ been
:cceived by the School District if all the Ta.,: Increment from the Redevelopment Project Area
had been allocated to all the affected tmxing agencies without regard to the division of taxes
required by Health and Safety Code Section 33670; (ii) violate the expenditure limitation under
Article XIIIB of the California Constitution; or (iii) be contrary to any provision of the laws of
the State of California.
(i) No payments ihall be made by the Agency to tile Fund, either from
Tax Increment or from any other source of ~mds, except as expressly set forth in Sections 1.2
and 1.5 of this Agreement.
(j) The School Di~,trict shall indemnify, defend and hold harmless the
Agency, the City and their respective officers, employees, representatives and agents from any
and all claims, liabilities and causes of actio~t asserted by any third party against the Agency or
the City by re~uson of the Agency's payment t)f fl~nds in the manner described itl Section 1.2 of
this Agreement.
1.6 Use of Fun___Ad. The monies paid to the School District pursuant to Section
1.2 of tt~is Agrecmen~ shall be used within tti~.' City f-or lawfl~l School District purposes which
PUnL:7107 l J336Jt1202!..lO
will be of benefit to the Redevelopment Project Area. Upon written request by tile Agency, the
School District shall promptly provide without charge a written statement accounting f6r the
expenditure of monies deposited in the Fund.
Section 2. Administration.
--
2.1 Effective Date and.Term. This Agreement shall become effective upon the
date of execution of this Agreement by the Agency and the School District (the nEffective Date')
and shall remain in effect until all Agency debts are paid pursuant to this Agreement, or until the
limit for incurring indebtedness as stated in the Plan expires, whichever event occurs last.
Notwithstanding the foregoing, this Agrex~.ment shall terminate automatically and be of no further
force or effect in the event the City fails ~o adopt the Plan on or before December 31, 1993, or
tile adoption of the Plan should be set aside or annull.ed as the re. sult of litigation.
·
If as a result of the terms :md conditio~ of this Agreement any department of the
State of California, the State of California. Legislature, or a court of law, imposes restrictions,
conditions, penalties, mandatory payments; by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting practices and amount of revenues with regards to the
financing of services and facilities of the School District as provided for by the Community
Redevelopment Law or otherwise by the State of California, then at the sole discretion of the
School District this Agreement shall be terminated and be of no other further force or effect and
thereafter be renegotiated between the School District astd the Agency.
If any department of the State of Califontia, the State of California Legislature, or
a court of law imposes restrictions, conditions, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements wl~ich in any way adversely affects the
current method of tax increment allocatior~ and/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non-mandated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency to pay tile School District, and/or the amount of funds
to be set aside or mandated to be paid to (,r expended for taxing entities as provided for by the
Conununity Redevelopment Law or otherwise by the State of California, then at the sole
discretion of tim Agency this Agreement shall be termimtted and be of no other further force or
effect and thereafter be renegotiated between the School District and the Agency.
In clarification of the foreg,~ing two paragraphs, in the event the Agency or the
School District in their respective discretionary acts terminate this Agreement or a court modifies
the Plan as described in the second paragraph of this Section 2.1, the Agency and the School
District agree each is obligated to negotiat{: in good faith toward an amended or new pass-through
contract, which contract provides reasonably remaining linancial benefit to the School District,
and re~onably equivalent remaining tax increment funds allocable and paid to and/or retained
and expendable by the Agency in relation Io the legislative requirements and circumstances at the
time of such renegotiations, all in full compliance with the Community Redevelopment Law and
all other applicable laws.
2.2 School District En_Bl~!oyee Assismn_c__e_e. The Agency shall develop an
informational program to notify School Dhtrict employees that they may be eligible for those
affordable housing programs administered by the City, the Agency and the Anaheim Housing
Authority which give preference to School District personnel employed in tile City. This Section
2.2 shall not be construed to require tile Agency or the City to develop or implement new
affordable housing programs for School District employees. ·
2.3 ~hil.d Ci~.re Facili!ie~.. The Agency shall work with the YMCA to develop
an informational program to notify School District employees of the availability of openings in
the new Union Pacific Depot child care ce~ter in the downtown Redevelopment Project Alpha.
The informational program will be made available to School District employees prior to the open
enrollment period of the child care facility,
In the event the Plan is adol~ted' the Agency will, within the first 5 years of said
adoption conduct and document an analysi:; of potential child care sites within the Redevelopment
Project Area. The analysis will include a~, inventory of potential sites and/or facilities,
conceptual plans to determine physical fe~,;ibility and 7pro forma analysis to determine potential
economic feasibility of potential sites and/t~r facilities: The analysis would be made available to
the School District in report form. The A;..';cncy will work cooperatively with the School District
to include an investigation of potential site:: owned by the School District.
The Agency will immediately identify a child care use within the Redevelopment
Project Area as a desirable land use in resl~OaSe to inquiries from the development community,
property owners and child care operators. The Agency will make available to interested parties
the report referenced in the immediately prtx:eding paragraph following its transmittal to the
School District.
2.4 Severabi___Alit~. If after' this Agreement is executed, the State of California
enacts laws or policies in conflict with all {~r any portion of this Agreement, rile Agency and the
School District may mutually agree to excv:;e performance of ail or any portion of this
Agreement by the Agency or the School District.
In the event any section or l~ortion of this Agreement shall be held, found or
determined to be unenforceable or invalid ti)r any reason whatsoever, the remaining provisions
shall remain in effect, and the parties there~.o shall take further actions as may be reasonably
necessary and available to them to effectuale the intent of the parties as to all provisions set forth
in this Agreement.
2.5 __Notic_~e. Tile School District certifies to the Agency that it has received all
notices, written or published, that it are req~.~ired by the Community Redevelopment Law to be
provided during tile process leading to the iidoption of the Plan, and the School District hereby
waives any and all legal rights it may have lo contest the Plan or the Environmental Impact
Report prepared in connection therewith, d~le to a failure to receive any statutorily required
notice.
2.6 Release and Covenmi:t Not _to Sue or Challenoe Plan. The School District
releases the City and file Agency from any a~nd all claims or causes of action, and coven~ts and
agrees and irrevocably binds itself and its officers, employees, agents and representatives forever
at no time or place to commence or particii0:tte in or prosecute any actions on account of any
claim or causes of action, whether past, pre::ent or fi~ture, arising out of tile City's and the
Agency's adoption of the Plan, or file City'i or the Agency's lawful activities in implementation
~uuL:7107 113361B2621.40
of and pursuant to the Plan. The School l)istrict agrees that neither it, nor its officers,
employees, agents or representatives at thc: expense, direction, recommendation or enc6uragement
of the School District, shall file or participate in opposition to the Agency or the City in any
challenge attacking or otherwise questionirtg (i) the validity of the Plaa, or (ii) the adoption or
approval of the Plan, or (iii) any of the tis. dings, determinations, or filings previotmly made by
the Agency or the City Council in connection with the Plan, or (iv) the implementation of the
Plan, or (v) any of its supporting documer~tation includi~g, wid~out limitation, any Environmental
Impact Report prepared for the Plan in co~mection with dae actions set forth in paragraphs (i)
through (v) above. The School District furthermore agrees that neither it, nor its officers,
employees, agents or representatives at the expense, dir~=tion, recommendation or encouragement
of the School District, shall file or-participate in opposition in any challenge to any zoning
changes, general plan amendments, conditional use perrrdts, or any other specific development
applications within the Redevelopment PrQiect Area proceeding through the entitlement process of
the City and/or the Agency pursuant to the Plan. ,
·
The School District acknowledges that it is aware of and familiar with the
provisions of Section 1542 of the California Civil Code, which provides as follows:
"A general release does not extend to claims which the creditor
does not know or suspect to exist i~-t his favor at the time of executing the release,
which if known by him must have materially affected his settlement with the
debtor."
The School District hereby waives and relinquishes all righLs and benefits which it
may have under Section 1542 of the California Civil Code.
2.7 No Overcrowdi~_~_g_R__esolutio~n. The School District certifies that it has not,
m~d covenants that it will not, make or trar, smit findings, pursuant to Health and Safety Code
Section 33445.5, that conditions of overcrowding exist irt areas within the School District which
~,,,:rve pupils who reside within or adjacent to the Redevelopment Project Area or any other
redevelopment project area within the City and that the conditions of overcrowdinz
actions taken by the Agency in implementi~g the Project and the Plan or any othe result from
· ~' redevelopment
project or plan of the Agency.
Nothing in this Section 2.7 :;hall preclude the School District, except as provided
in ttealth and Safety Code Section 33445.5, from exercising its discretion as necessary to inform
the public orally or in writing as to conditi(ms of overcrowding which exist in areas within the
School District which serve pupils who reside within or adjacent to the Redevelopment Project
Area.
2.8 Entire~A~. This Agrecmer~t constitutes the entire, complete and
final expreaskon of the agreement between the parties and any change.s, modifications or
amendments thereto shall be legally binding and effective only upon duly executed wriuen
amendment hereto.
IN WITNESS WIIEREOF
day and year first above written.
, ~c panics hereto have executed this Agreement oa the
ANAHEIM UNION HIGH SCHOOL DISTRICT, a
public agency
ATTEST'
By'
- 'SCHOOL DISTRICT'
APPROVED AS TO FOR/M:
Best, Best and Krieger
District CourBcl
[SIGNATURES COtqTINUED ON NEXT PAGE]
?UUL:7107 I 13361 Ir2621.40 10
ANAHEIM REDEVELOPIvlENT AGENCS', a
public body corporate and politic
By:
Chailman
ATTEST:
'AGENCY'
Agency Secretary
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth
Agency Special Counsel
AGREEMENT BY At'q_) BETWEEN THE
MAGNOLIA ELEMENFARy SCHOOL DISTRICT AND
THE ANA_HEhM REDEVEI~OP~EENT AGENCY CONCERNING
~ PROPOSED BROOKleT COh,:hA, IER~ CORRIDOR
REDEVEL OPi'vEENT PROJECT
THIS AGREEMENT (this 'Agreerr, ent') is entered into on the
--_______. day of
, 1993 (the 'Effective Date' 1, by and between the MAGNOLIA ELEMENTARY
SCHOOL DISTRICT, a public agdncy (the 'School-District') and the ANAH]EIM
REDEVELOPMENT AGENCY, a public t.ody corpo.rate and politic (the 'Agency').
·
A. The Agency is a redevelopm.,.mt, agency existing pursuant to the provisions of the
California Community Redevelopment Law (California Health and Safety Code Section 33000, et
xeq.) which has been authorized to transact 'business and exercise the powers of a redevelopment
agency pursuant to action of the City Council of the City of Anaheim (the 'City Council').
B. The Agency is presently pro~':essing a Redevelopment Plan (the 'Plan') for the
proposed Brookhurst Commercial Corridor Redevelopment Project (the 'Project').
C. The proposed Plan contains provisions authorizing the allocation to the Agency of
property tax revenues derived from property, located within the Redevelopment Project Area
pursuant to California Health and Safety Co, le Section 33670(b).
D. The School District is an affected taxing entity, a.s defined in Section 33353.2 of
,~e Health and Safety Code, which has gene,al purpose and special bonded indebtedness ad
valorem property taxes levied on its behalf by the County of Orange on certain areas which, in
the event an ordinance were approved adopting the Plan, would be included within the
Redevelopment Project Area.
E. Section 33401 of the Health a'nd Safety Code authorizes the Agency to pay an
affected taxing entity with territory within the Redevelopment Project Area that amount of money
which the Agency determines is appropriate to alleviate the financial burden or detriment caused
such entity by the Plan.
F. The Agency has found and determined that, in thc event that the Plan is adopted,
it would be appropriate to alleviate that finanl:ial burden or detriment caused to the School
District by the Plan by paying to the School ;District certain monies consistent with Section 1.2 of
this Agreement, all in accordance with Section 33401 of' the Health and Safety Code.
G. The School District and the A!;ency desire to resolve and settle, once and for all
times, all pr~ent, past and furore controversi,~, claims, causes of action or purported caus~ of
action, differences or dispute.s, both real and I~otential, ensuing against the City of Anaheim (the
'City') and the Agency in relationship to the Project and the Plan. Nothing herein shall be
construed as waiving the School District':~ right to make application for and receive ~rther
assistance from the Agency pursuant to Section 33401 of the Health and Safety Code with respect
to any redevelopment plans or plan amendments adopted by the Agency in the future, provided
that both parties acknowledge that nothing in this Agreement shall obligate the Agency to make
such assistance to the School District.
NOW, THEREFORE, in con.sideFation of the lbregoing and the mutual promises and
covenants contained herein, the parties agree aa follow:s'
Section I.
..
Distributioh of Tax Incremeh__!t.
1.1 Der-tuitions.
have the stated definitions:
For purposes oft, his Agreement, the following terms will
·
(a) 'Bonded'Indebtedness, shall mean indel~tedness incurred by the
Agency for any bonds, notes, interim cerlificates, debentures, certificates of participation or other
obligations issued by the Agency as it deems necessary or appropriate in implementation and for
the furtherance of the Plan pursuant to Article 5 (conmtencing with Section 33640) of Chapter 6,
Part 1 of the Community Redevelopment Law.
(b)
'County' means the County of Orange, California.
(c)
the following June 30.
'Fiscal Year' shall mean the period from July 1 to and including
(d)
"Ordinance' shall mean the ordinance approving the Plan.
(e) 'Redevelop~nent Project Area' means the property within the
boundaries of the proposed Brookhurst Commercial Cot'ridor Redevelopment Project.
(f) 'School District's Share' shall mean that portion of Tax Increment
allocated to and received by the Agency pttrsuant to He:dth and Safety Code Section 33670(b)
resulting from the general purpose tax lev3, of the Schcx~I District that, had the Plan not been
adopted, would be allocated and paid to th,: School Distcict from the Redevelopment Project Area
for the benefit of the School District's General Fund, as computed by the County Auditor-
Controller, in accordance with the applicable provisions of the California Revenue and Taxation
Code.
(g) 'Tax Increment' shall me:m that portion of ad valorem property
taxes resulting from the increase in assessed valuation over the 1993-1994 base year assessed
valua~:ion, which mx revenues are allocated and paid to the Agency pursuant to California Health
and Safety Code Section 33670(b) from the Redevelopment Project Area in accordance with the
Plan. Tax Increment shall refer to those taxes collected as a re. sult of the one percent (1%) levy
allowed under Article X/IL~ of the Califontia Constirution. The following shall not be deemed to
be Tax Increment for the purposes of this Agreement:
(1) The amount the Agency is required to set aside for the
purpose of low- to moderate-income housing pursuant to Health and Safety Code Secti.6n
3333,1.2, or a successor statute; and
(2) The .~nount the Agency is required to pay to the County as
the property tax administration fee pursua~'~t to California Revenue and Taxation Code Sections 97
and 97.5, or successor statutes; and
(3) The ',m~ount the Agency is required to pay into the
Educational Revenue Augmentation Fund of the County pursuant to Health ~md Safety Code
Section 33680 er seq., or successor statute:;; and
(4) Any mounts xllocated to the Agency pursuant to Health
and Safety Code Section 33670(b) which rite Agency-may be mandated to pay tO another public
entity and/or a statutorily created fund pu.r:;uant to acfions of the California Legislature.
01)
"Term" shall mean the period of time the Plan remains in effect.
1.2 Allocation of 'Fax I~cremen_t. Subject to the limitations of Sections 1.5 and
2.1 hereof, the School District's Share of ii e Tax Increment (as defined above in Section 1 1)
shall be allocated as provided in this Sectk,n 1.2: '
(a) For each Fiscal Year commencing in the tax year which begins
after the January 1st next following the tra[~smittal of the documents as required by Health and
Safety Code Section 33375, the Agency sh~dl pay to a trust fund known and designated as the
Magnolia Elementary School District Special Reserve Fund, to be administered by and for the
benefit of the School District and at the School District's sole cost and expense (the "Fund'), an
amount equal to fifty percent (50°,/0) of the School District's Share of the Tax Increment (as
defined above in Section 1. i) (the "Distric~ Amount'). Payment to the Fund of the District
Amount shall be made within sixty (60) days after the f'n-st allocation and payment by the County
Auditor-Controller to the Agency of Tax h~crement pursuant to the Plan for the Fiscal Year for
which such payment is due hereunder, pro,~ided that payments in relation to allotments received
between July 1 and December 31 of any Fi:;cal Year shall be made no later than the following
February 28, and that payments in relation t.o allotments received between January 1 and June 30
of any Fiscal Year shall be made no later fl..an the following August 30.
(b) Notwithstanding paragraph (a) above, if litigation of whatever form
is filed by any person or entity challenging t~he Plan, the Environmental Impact Report prepared
in connection therewith, the Ordinance, or ;:my proceedings of the Agency or the City in
commctioa therewith, then the Agency shall cause all amounts constituting the District Amount to
be held in a segregated account, administered by the Agency, for the period of such litigation
and, provided that the adoption of the Plan is not set aside or annulled as the result of such
litigation, the Agency shall pay all amounts held in such segregated account into the Fund upon
the final and formal conclusion of such litig:ttion.
1.3 Books and Record_s. The Agency shall, within sixty (60) days' after receipt
of written request from the School District, make available to the School District for review or
audit its records or statements regarding the allocation and payment of Tax Increment to the
Agency in accordance with the Plan pursuant to Healfl~ and Safety Code Section 33670(b).
1.4 Section 33676 Resolutions. Th,~ School District certifies that it shall not
request receipt of revenues pursuant to Section 33676(a)(2) of the California Health and Safety
Code zu~d within sixty (60) days of executing this Agreement, the School District will repeal the
resolution, if any, that it has adopted pursmmt to Health and Safety Code Section 33676(b)
regarding the Plan.
1.5 Payments Subiect to Indebtedness. Payments by the Agency to the School
District pursuant to Section 1.2 of this Agreement are subject to the conditions and limitations set
forth in this Section 1.5' .
·
(a) The Agen6y's obligation under this Agr'eement to make payments
to the Fund is deemed to cmzstitute an "h~debtedness' within the meaning of California Health
and Safety Code Sections 33670 and 336'15.
(b) Except as set forth hereLa, the Agency's obligation to make
payments hereunder shall be limited to Tax Increment from the Redevelopment Project Area
which is actually received and retained by the Agency. In no way shall the Agency be liable for
such obligations from any other revenues. The City shall have no financial obligation or any
other obligations by virtue of this Agreenlent, and shall not be responsible for the discharge of
obligations of the Agency herein.
(c) It is understood that cerntin amounts of the taxes allocated to the
Agency pursuant to Section 33670 of the California Health and Safety Code must be set aside by
the Agency in special funds to service bonded indebtedness and to meet the Agency's obligation
under Health and Safety Code Section 33:~34.2, or a successor statute. It is also understood that
certain amounts of the taxes allocated to the Agency pursuant to Section 33670 of the Health and
Safety Code must be paid by the Agency to the County and the Educational Revenue
Augmentation Fund pursuant to California Revenue and Taxation Code Sections 97 and 97.5 and
Health and Safety Code Section 33680 er .req., respectively, or successor statutes. The Agency's
obligation to make the payments to the Fund pursuant to Section 1.2 hereof is and shall be first
subject to and junior and subordinate to Bonded Indebtedness, to the Agency's obligations under
Health axed Safety Code Section 33334.2, or a successor, statute, m~d to the Agency's obligations
pursuant to Revenue and Taxation Code S~tions 97 ami 97.5 and Health and Safety Code
Section 33680 er seq., or successor statutes.
(d) The parties 'understand that future legislative changes made to
Health and ~afety Code Sections 33334.2 and/or 33680, et seq., or other sections of the
Community Redevelopment Law, may increase or decrease the net amount of Tax Increment
which is available to the Agency and which is payable tc~ the Fund hereunder, and the pm-ties
agree that no such statutory changes shall entitle the panics to modify or terminate this
Agreement, or to seek a change in the definition of Tax Increment or' in the tax sharing formula
set forth in this Agreement.
o.
Subject to Section 2.1 of this Agreement, it is further understood by the
parties that certain additional amounts of the taxes allocated to the Agency pursuant to Section
33670 of the California Health and Safety ti.'ode may be required to be set aside or paid' to
affected taxing entities, particularly school ~,listricts and community college districts, to meet
legislative requirements which may be imposed on some or all redevelopment agencies pursuant
to currently existing, proposed or subsequel~t legislation. The parties understand that such
potential legislative changes to the Commmlity Redevelopment Law may increase or decrease the
net amount of Tax Increment which is available to the Agency and thus available for payment to
the Fund hereunder.
Subject to the rights ,of the School District and/or the Agency to terminate
this Agreement pursuant to Section 2.1 hereof and to the extent the parties elect to proceed
hereunder, the full amount, if any, paid by the Agency pursuant to m~y mandatory payment to or
for the benefit of the School District due to legislative requirements each year shall be credited to
the Agency and offset and deducted from O,e mounts' due by the Agency to the Fund pursuant to
Section 1.2 hereof, or alternatively, in any- y, ear if no payments by the Agency to the District are
mandated by legislative requirements due to the form or exceptions of this Agreement, the full
amount excepted shall be included within the amount of available Tax Increment for the payment
by the Agency to the Fund required by Sec~:ion 1.2 hereof.
(e) Subject to paragraph (c) of this Section 1.5, the Agency agrees to
size any future Bonded Indebtedness in suct~ a way that sufficient funds will be available to
satisfy its obligations to the School District imrsuant to this Agreement. Subject to paragraph (0
of this Section 1.5, if, during any Fiscal Ye:u-, the Agency is unable to pay the full amount due
and owing to the Fund pursuant to this Agreement, the full amount of such deficit shall be paid
by the Agency to the Fund pursuant to this .qection 1.5 in the following Fiscal Year. The parties
agree that this deferral is necessary to accor~tplish the purposes of the Plan at an earlier time than
would otherwise be the case in that such det"erral would allow for issum:cc of bonds with a higher
principal mnount. Nothing in this Agreemen. t shall be construed to give the School District the
ight to approve any Agency indebtedness, i~cluding, without limitation, Bonded Indebtedneas.
(0 The Agency may incur a deficit and defer paying into the Fund the
an~ount required to be paid pursuant to Section 1.2 of this Agreement for a maximum of three (3)
years, at which time the Agency shall begin repayment of such deficit by paying into the Fund
the full amount (100%) of the District's Share of the Tax Increment for each year thereafter until
such time as the amount deferred, together ¥¥ith interest at a rate equal to the average coupon rate
of the bonds to which the deferred amount p:~yable to the Fund is subordinate, is repaid in full.
The School District may request from time tc~ time that the Agency, in connection with the
Agency's election to issue and sell bonds see.ired by Tax h'~crement from tile Redevelopment
Project Area under the Plan, include in the sizing of the bond issuance an mnount to be secured
by the 'Fax Increment payable to the Fund pt~rsuant to Section 1.2 of this Agreement. Such
request by the School District shall be subject in all respects to the Agency's full discretion to
determine the amount of the bond issue, map~rity, interest rates and all other material terms. The
Agency agrees to consider in good faith such request and endeavor to include such amount in the
bond issuance. In the event bonds are issue~[ pursuant to this paragraph, tile Agency shall pay to
the School District, upon receipt, that portio~l of the bond proceeds which is secured by the Tax
Increment payable to the Fund pursuant to Section 1.2 hereof (as reduced by the pro rata costs et'
issuance, reserve th.~nds and all other amount:; allocable to that portion of the bond issuance
secured by the Tax Increment). To the extent of such payment, the Agency's obligatiort pursuant
to Section 1.2 hereof to pay Tax Increment shall be fully satisfied. The School District shall
evidence in writing, to the satisfaction of Agency's bond counsel, its consent to the terms of the
issuance and the extinguishment of the Agency's obligation to pay the corresponding Tax
Increment. The School District acknowledges that numerous laws, restrictions and regulations
apply to the issuance of bonds and if bonds are issued pttrsuant to this paragraph and the Tax
Increment is included in the issuance, then the School District agrees to comply with all
requirements that Agency's bond counsel may deem applicable in its judgment, including, without
limitation, all applicable federal tax and sec~rity law reqttirements and all other applicable
requirements of state and federal law.
(g) Notwithstanding the other provisions of this Section 1.5, no
payment shall be made by the Agency in an.}, Fiscal Year pursuant to this Agreement if such
!~ayment would impair any contract, obligation to service Bonded Indebtedness or any other
existing obligation entered into by the. Age.n,:y prior to'the execution of. this Agreement.
(h) Notwithstanding any other provisions of this Agreement to the
contrary, the Agency's obligation to make payments to the Fund under this Agreement in any
single Fiscal Year shall not: (i) exceed the :imount of Tar Increment which would have been
received by the School District if all the Ta_,: Increment fi'om the Redevelopment Project Area
had been allocated to all the affected taxing :agencies without regard to the division of taxes
required by Health and Safety Code Section 33670; (ii) violate the expenditure limitation'under
Article X/lIB of the California Constitution; or (iii) be contrary to any provision of the laws of
the State of California.
(i) No payments :ihall be made by the Agency to the Fund, either from
Tax Increment or from any other source of l:unds, except as expressly set forth in Sections 1.2
and 1.5 of this Agreement.
(j) The School District shall indemnify, defend and hold harmle.ss the
Agency, the City and their respective officers, employees, representatives and agents from any
and all claims, liabilities and causes of action asserted by ;my third party against the Agency or
the City by reason of the Agency's payment of funds in the manner described in Section 1.2 of
this Agreement.
1.6 U~se of Fund. The monies paid to the School District pursuant to Section
1.2 of this Agreement shall be Use~l within Se City for lawful School District purposes which
will be of benefit to the Redevelopment Projex:t Area. Upon written request by the Agency, the
School District shall promptly provide without charge a w~'itten statement accounting for the
expenditure of monies deposited in the Fund.
Section' 2.
Administration
2.1 Effe~ctive Date and Ter~. This Agreement shall become effective upon the
date of execution of this Agreement by the Agency and the School District (the ~Effective Date')
and shall remain in effect until all Agency del)ts are paid pursuant to this Agreement, or until the
limit for incurring indebtedness as stated in ~e Plan expires, whichever event occurs last.
Notwithstanding the foregoing, this Agreemertt shall terminate automatically and be of' no further
force or effect in die event thc City fail~ to adopt the Plan on or before December 31, 1993, or
thc adoption of the Plan should be set asid,~:, or the adoption of the Plan should be set aside or
annulled as the result of litigation.
If as a re.suit of tim terms a~ ~d conditions of this Agreement any department of the
State of California, the State of California I<gislature, or a court of law imposes restrictions,
conditions, penalties, mandatory payments by the Agency to taxing entities, or any other
conditions or requirements, which in any way adversely affects the normal, accepted, and
standard revenue sources and accounting p~'actices and amount of revenue~ with regards to the
financing of services and facilities of the S,::hool District as provided for by the Community
Redevelopment Law or otherwise by the State of C~-lifornia, then 'at t~e sole discretion of the
School District this Agreement shall be ten'ninated and be of no other further force or effect and
thereafter be renegotiated between the School District: and the Agency.
If any department of the State of Calif6rnia, the State o.f California Legislature, or
a court of law imposes re..strictio~, c~ondiii(ms, penalties, statutory requirements, mandatory
payments to taxing entities or any other requirements which in any way adversely affects the
current method of tax increment allocation ~md/or thereby the amount of tax increment payable to
and/or expendable by the Agency for non4~mndated purposes under the Plan, and/or the amount
of tax increment allocable to the Agency to pay the School District, and/or the amount of funds
to be set aside or mandated to be paid to o~' expended for taxing entities as provided for by the
Conmmnity Redevelopment Law or otherwise by the State of California, then at the sole
discretion of the Agency this Agreement sh:fll be terminated and be of no other further force or
effect and thereafter be renegotiated betwee~ the School District and the Agency.
h~ clarification of the foregoing two paragraphs, in the event the Agency or the
School District in their respective discretio~ary acts terminate this Agreement or a court modifies
the Plan as described in the second paragra~h of axis Section 2.1, the Agency and the School
District agree each is obligated to negotiate in good faith toward an amended or new pass--through
. ontract, which contract provides reasonably remaining financial benefit to the School District,
and reasonably equivalent remaining ~x increment funds allocable and paid to and/or retained
and expendable by the Agency in relation t(~ the legislative requirements and circumstances at the
time of such renegotiations, all in full compliance with the Community Redevelopment Law and
all other applicable laws.
S__chool District Em_~lc~ Assistance. The Agency shall develop an
informational program to notify Sc14ool Disl~'ict e-~pl~yem-that they may be eligible for those
affordable housing programs administered by the City, the Agency and the Anaheim Housing
Authority which give preference to School ]3istrict personnel employed in the City'. This Section
2.2 shall not be construed to require the Age:ney or the City to develop or implement new
affordable housing progranus for School District employees.
2.3 Seve.___~r_abilit~. If after this Agreement is executed, the State of California
enacts laws or policies in conflict with all o~' any portion of this Agreement, the Agency and the
School District may mutually agree to excus6: pert~rmance of all or m'ty portion of this
Agreement by the Agency or the School Di.'~rict.
In the evcnt any section or portion of this Agreement shall be held, found or
determined to be unenforceable or invalid for any reason whatsoever, the remaining provisions
shall remain in effect, and the parties ther,:to shall take further actions as may be reasonably
necessary and available to them to effectuate the intent of the parties a_s to all provisions set forth
in this Agreement.
2.4 Notice. The School District certifies to the Agency that it has received all
notices, written or published, that it are required by the Co~rununity Redevelopment Law to be
provided during the process leading to the adoption of the Plan, and the School District hereby
waives any and all legal rights it may hav(.~ to contest th,.-' Plan or the Environmental Impact
Report prepared in connection therewith, (tue to a f~iilur: to receive a~y statutorily required
notice.
·
2.5 _RRelease and Coven,~ or Challen e Plan. The $ch '. ·
t'cleases the City and the Agency from andy and all claim ............. . ool Dkstr~ct
~, ,.,, ~aua~ u[.actlon, and covenants and
agrees and irrevocably binds itself foi-ever' at no time or place to commence or participate in or
prosecute any actions on account of any claim or causes of action, whether past, present or
future, arising out of the City's and the Al:ency's adoption of the Plan, or the City's
Agency's lawful activities in or the
implementation of and pursuant to the Plan. The School District
agrees that neither it, nor its officers, emp!oyees, agents or representatives at the expense,
direction, recommendation or encouragem¢:nt of the Sch{>ol District, shall file or participate in
opposition to the Agency or the City in any challenge auacking or otherwise questioning (i) the
validity of the Plan, or (ii) the adoption or approval of tile Plan, or (iii) any of the f'mdings,
determinations, or filings previously made by the Agency or the City Council in connection with
the Plan, or (iv) the implementation of the Plan, or (v) any of its supporting documentation
including, without limitation, any Environmental Impact Report prepared for the Plan in
connection with the actions set forth in par, igraphs (i) through (v) above. The School District
fi~rthermore agrees that neither it, nor its officers, emplo},ees, agents or representatives at the
~xpense, direction, recommendation or encouragement oF the School District. shall file or
i)articipate in opposition in any challenge to any zoning changes, general plan amendments,
conditional use permits, or any other specilic developme~tt applications within the Redevelopment
Project Area proceeding through the entitlement process of the City and/or the Agency pursuant
to the Plan.
The School District acknowledges that it i:; aware of and familiar with the
provisions of Section 1542 of the California Civil Code, which provides as follows:
"A general release d~m.s not extend to claims which the creditor
does not know or suspect to exist in his favor at tim time of executing the release,
which if known by him must have nmterially affected his settlement with the
debtor. '
The School District hereby u,aives and relinquishes all rights and benefits which it
may have under Section 1542 of the Califorr~ia Civil Code:.
2.6 No Overcrowdin Resolution. The School District certifies that it has not,
~d covenal~ts that it will not, make or transmit findings, pursuant to Health and Safety Code
Section 33-145.5, that conditions of overcrov,ding exist in ~re~ within the School District which
serve pupils who r~idc within or adjacent to the Redevelopment Project Area or any other
redevelopment project area within the City ;md that the conditions of overcrowding result from
actions taken by the Agency in implementing the Project and the Plan or any other rede~'elopment
project or plan of the Agency.
Nothing in this Section 2.6 shall preclude the School District, except aa provided ·
in Health and Safety Code Section 33445.5, from exercising its discretion as necessary to inform
the public orally or in writing as to conditioas of overcrowding Which exist in areas within the
School District which serve pupils who resi, te within or adjacent to the Redevelopment Project
2.7 _Entire Agr.eemen[. 'Ihis Agreement constitutes the entire, complete and
final expression of the agreement between tl~e parties gad any changes, modifications or
amendments thereto shall be legally binding and effective only upon duly executed written
amendment hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the
day and year fa-st above written.
MAGNOLIA ELEM2ENTARY SCHOOL
DISTRICT, a public agency
By'
Its:
ATTEST-
' SCHOOL DISTRICT'
APPROVED AS TO FORNI:
Best, Best and Krieger
District Special Counsel
vuut :7106 2{3]61112621 40
[SIGNATURES CON'FINUED ON NEXT PAGE]
ANAHEIM REDEVELOPMENT AGENCy, a
public body corporate and politic
ATTEST:
By:
Agency Secretary
APPROVED AS TO FORM:
Stradling, Yocca, Carlson & Rauth
Agency Special Counsel