HomeMy WebLinkAboutResolution No. 12-R31RESOLUTION NO. 12-R31
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AZUSA, SERVING AS SUCCESSOR AGENCY TO THE
REDEVELOPMENT AGENCY OF THE CITY OF AZUSA,
APPROVING A SECOND AMENDMENT TO THE LOAN
AGREEMENT BETWEEN THE SUCCESSOR AGENCY AND DR.
RALPH REYES AND JEANNINE E. REYES
WHEREAS, pursuant to Health and Safety Code section 34173, the City of Azusa
("Successor Agency") is the successor agency to the dissolved fjedevelopment Agency of the
City of Azusa ("Agency"); and
WHEREAS, Dr. Ralph Reyes and Jeannine E. Reyes ("Borrower") and the Agency
previously entered into that certain Loan Agreement, dated May 2, 2005, and amended on July 6,
2005 ("Loan Agreement"), pursuant to which the Agency agreed to make a loan to the Borrower
in the amount of Two Hundred Fifty Eight Thousand Nine Hundred Twenty Two Dollars
($258,922) ("Loan") to provide assistance to the Borrower in furtherance of the construction of a
professional dental office and residential apartments on certain real property in the City of Azusa
commonly known as 613-615 N. Azusa Avenue; and
WHEREAS, pursuant to the Promissory Note dated July 8, 2005, and executed by
Borrower as security for the repayment of the Loan ("Promissory Note"), Borrower agreed to
pay an amount equal to the then -outstanding principal balance of the Loan, and all accrued and
unpaid interest together with any and all sums which may be owed by Borrower under the Loan
Agreement, no later than the Maturity Date, which is defined in the Promissory Note as the
seventh (7th) anniversary of the date of the Promissory Note, on July 8, 2012 ("Maturity Date");
and
WHEREAS, Borrower does not have sufficient funding to pay the remaining balance of
the Loan and has requested that the Successor Agency approve an extension of the Maturity Date
by an additional three (3) years, to July 8, 2015, in order for Borrower to continue to make
monthly payments on the Loan and obtain additional financing to pay off the Loan; and
WHEREAS, the Successor Agency has determined that this Second Amendment is in
the best interests of the Successor Agency, the community and the winding down of the
Agency's business and desires to approve the Second Amendment.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA,
SERVING AS SUCCESSOR AGENCY TO THE REDEVELOPMENT AGENCY OF
THE CITY OF AZUSA, DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. Recitals. The Recitals set forth above are true and correct and are
incorporated into this Resolution by this reference.
Section 2. CEQA Compliance. The Second Amendment does not commit the
Successor Agency to any action that may have a significant effect on the environment. As a
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result, such action does not constitute a project subject to the requirements of the California
Environmental Quality Act. The City Clerk of the City of Azusa, acting on behalf of the
Successor Agency, is authorized and directed to file a Notice of Exemption with the appropriate
official of the County of Los Angeles, California, within five (5) days following the date of
adoption of this Resolution.
Section 3. Approval of the Agreement. The Successor Agency hereby approves the
Second Amendment attached hereto and incorporated herein by reference as Exhibit "A" and any
non -substantive revisions, which may be needed.
Section 4. Implementation. The City Manager, acting on behalf of the Successor
Agency, is hereby authorized and directed to take any action necessary to carry out the purposes
of this Resolution and comply with applicable laws, including to execute the Second Amendment
on behalf of the Successor Agency and make any non -substantive revisions to the Second
Amendment, as needed.
Section 5. Severability. If any provision of this Resolution or the application of any
such provision to any person or circumstance is held invalid, such invalidity shall not affect other
provisions or applications of this Resolution that can be given effect without the invalid
provision or application, and to this end the provisions of this Resolution are severable. The
Successor Agency declares that the Successor Agency would have adopted this Resolution
irrespective of the invalidity of any particular portion of this Resolution.
Section 6. Certification. The City Clerk of the City of Azusa, acting on behalf of the
Successor Agency as its Secretary, shall certify to the adoption of this Resolution.
Section 7. Effective Date. This Resolution shall be effective upon its adoption.
MOVED, PASSED AND ADOPTED THIS 17"' day of September, 2012 by the
following vote:
oseph R. Rocha, Mayor of the City of
Azusa, serving as the Successor Agency to
the dissolved Azusa Redevelopment Agency
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ATTEST:
Vera Mendoza, ity Clerk of the Cityd Azusa,
serving as the successor agency to the
dissolved Azusa Redevelopment Agency
CERTIFICATION
I, Vera Mendoza, City Clerk of the City of Azusa, serving as the successor agency to the
dissolved Redevelopment Agency of the City of Azusa, DO HEREBY CERTIFY that the above
referenced resolution No. 12-R31, was duly adopted by the City of Azusa, serving as the
successor agency to the dissolved Redevelopment Agency of the City of Azusa, at a regular
meeting held on the 17'h day of September, 2012, by the following vote:
AYES: COUNCILMEMBER: GONZALES, CARRILLO, MACIAS, HANKS, ROCHA
NAYS: COUNCILMEMBER: NONE
ABSENT: COUNCILMEMBER: NONE
ABSTAIN: COUNCILMEMBER: NONE
Vera Mendoza, City Clerk o the City of Wzusa,
serving as the successor agency to the
dissolved Azusa Redevelopment Agency
45635.09000\7587185.1 3,
EXHIBIT A
SECOND AMENDMENT TO LOAN AGREEMENT
[Attached behind this page]
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SECOND AMENDMENT
TO
LOAN AGREEMENT
THIS SECOND AMENDMENT TO LOAN AGREEMENT (this "Second
Amendment') is entered into as of , 2012, by and between the CITY OF
AZUSA, as successor agency to the Redevelopment Agency of the City of Azusa ("Lender"),
and DR. RALPH REYES and JEANNINE E. REYES, husband and wife ("Borrower"). Lender
and Borrower may at times be referred to in this Second Amendment, individually, as a "Party"
and, collectively, as the "Parties."
RECITALS
A. Borrower and the Redevelopment Agency of the City of Azusa ("Agency")
previously entered into that certain Loan Agreement, dated May 2, 2005 ("Original Loan
Agreement'), pursuant to which the Lender agreed to make a loan to the Borrower in the
amount of Two Hundred Fifty Eight Thousand Nine Hundred Twenty Two Dollars ($258,922)
("Loan") to provide assistance to the Borrower in furtherance of the construction of a
professional dental office and residential apartments ("Project') on certain real property in the
City of Azusa commonly known as 613-615 N. Azusa Avenue ("Property"); and
B. Borrower and Agency also previously entered into that certain First Amendment
to Loan Agreement, dated July 6, 2005 ("First Amendment'), amending the Original Loan
Agreement to provide disbursement of a portion of Loan funds prior to satisfaction of certain
conditions required precedent to receipt of funds in order to complete the Project and pay the
cost of a Phase II environmental study on the Property. The Original Loan Agreement, as
amended by the First Amendment, is referred to in this Second Amendment as the "Loan
Agreement;" and
C. Pursuant to the Promissory Note dated July 8, 2005, and executed by Borrower as
security for the repayment of the Loan ("Promissory Note"), Borrower agreed to pay an amount
equal to the then -outstanding principal balance of the Loan, and all accrued and unpaid interest
together with any and all sums which may be owed by Borrower under the Loan Agreement, no
later than the Maturity Date, which is defined in the Promissory Note as the seventh (7th)
anniversary of the date of the Promissory Note, on July 8, 2012 ("Maturity Date"); and
D. Pursuant to the passage of Assembly Bill 1X 26 ("AB 1X 26") and the decision of
the California Supreme Court in California Redevelopment Association et al. v. Ana Matosantos,
et al., all redevelopment agencies throughout the State, including the Agency, were deemed
dissolved on February 1, 2012; and
E. In accordance with Health and Safety Code Section 34173, as enacted by AB 1X
26, the City Council of the City of Azusa elected to become the successor agency to the Agency;
and
F. Borrower does not have sufficient funding to pay the remaining balance of the
Loan and has requested that the Lender approve an extension of the Maturity Date by an
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additional three (3) years, to July 8, 2015, in order for Borrower to continue to make monthly
payments on the Loan and obtain additional financing to pay off the Loan; and
G. Lender finds and determines that this Second Amendment is in the best interests
of the Lender, as Successor Agency, the community and the winding down of the Agency's
business.
NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES, COVENANTS
AND UNDERTAKINGS SET FORTH IN THIS SECOND AMENDMENT AND FOR OTHER
GOOD AND VALUABLE CONSIDERATION, THE RECEIPT AND SUFFICIENCY OF
WHICH IS HEREBY ACKNOWLEDGED, LENDER AND BORROWER AGREE AS
FOLLOWS:
1. Incorporation of Recitals. The Recitals set forth above are true and correct and are
incorporated into this Second Amendment by this reference, as though fully set forth in this
Second Amendment.
2. Incorporation of Defined Terms. All terms, phrases and words indicated to be defined
terms by initial capitalization in this Second Amendment that are not specifically defined in this
Second Amendment shall have the meaning ascribed to the same term, phrase, or word,
respectively, in the Loan Agreement.
3. Amendment to Loan Agreement.
3.1 Maturity Date. Section 2.1.11 of the Loan Agreement is hereby repealed and
replaced in its entirety to read as follows:
"Maturity Date" means the tenth (10th) anniversary of the date of the Note.
3.2 Promissory Note. Borrower agrees to make and enter into a First Amendment to
Promissory Note Secured by Deed of Trust in substantially the form attached to this Second
Amendment as Exhibit "1" and, when made, deliver an executed copy to Lender.
4. Effect on Loan Agreement. All terms and conditions of the Loan Agreement that are not
modified by this Second Amendment shall remain unmodified, in full force and effect and
binding on the Parties. This Second Amendment shall be enforceable and interpreted in
accordance with a subject to all of the terms, provisions, conditions, covenants and agreements
set forth in the Loan Agreement, except as specifically and expressly modified in this Second
Amendment.
5. Conflict. In the event of a conflict between the terms and conditions of this Second
Amendment and the terms and conditions of the Loan Agreement, the terms and conditions of
this Second Amendment shall control.
6. Counterparts. This Second Amendment may be signed in counterparts (including
facsimile or electronic counterparts), each of which shall be deemed an original, and all such
counterparts, when taken together, shall constitute one agreement.
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7. Estoppel. Lender and Borrower each acknowledge and agree that, as of the date of this
Second Amendment; no default exists under the Loan Agreement and no event or condition has
occurred that, with the giving of notice or passage of time or both or neither, would constitute a
default by either Lender or Borrower under the Loan Agreement.
8. No Intended Third -Party Beneficiaries. None of the terms or provisions of this Second
Amendment are intended to benefit any person or entity other than Lender or Borrower.
9. Governing Law. The laws of the State of California shall govern the interpretation and
enforcement of this Second Amendment, without application of conflicts or choice of laws
principles.
10. Interpretation. The terms, provisions, conditions, covenants, restrictions and agreements
contained in this Second Amendment shall not be construed in favor of or against any Party, but
shall be construed as if each Party prepared this Second Amendment.
11. Entire Agreement. The Loan Agreement, as amended by this Second Amendment,
represents the entire understanding between the Parties as to the subject matter of the Loan
Agreement, as so amended.
[Signatures on following page]
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SIGNATURE PAGE
TO
SECOND AMENDMENT
TO
LOAN AGREEMENT
Lender and Borrower have signed and entered into this Second Amendment, by and
through the signatures of their authorized representatives, as follows:
LENDER:
CITY OF AZUSA, as successor agency to
the redevelopment agency of the City of
Azusa
I
Dated:
ATTEST:
ity Clerk
APPROVED AS TO FORM:
BEST BEST & KRIEGER LLP
City Attorney
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BORROWER:
DR. RALPH REYES and JEANNINE E.
REYES,
husband and wife
By:
Dr. Ralph Reyes
Dated:
By:
Jeannine E. Reyes
Dated:
EXHIBIT 1
TO
SECOND AMENDMENT TO
LOAN AGREEMENT
First Amendment to Promissory Note
[Attached behind this cover page]
EXHIBIT 1
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