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HomeMy WebLinkAbout2010 CON SANDAG - Advanced Funding Refinance Variable Rate Commercial PaperNOTE TO FILE IN THE MATTER OF: Resolution of the City Council of the City of National City requesting SANDAG, acting as the San Diego County Regional Transportation Commission, to provide advanced funding through Debt Financing and refinance the Variable Rate Commercial Paper of $3,366,000 into Fixed Rate Bonds. NO FULLY EXECUTED ORIGINAL MEMORANDUM OF AGREEMENT HAS BEEN PROVIDED TO THE OFFICE OF THE CITY CLERK AS OF JANUARY 12, 2011. NTF MEMORANDUM OF AGREEMENT BETWEEN SAN DIEGO ASSOCIATION OF GOVERNMENTS, ACTING AS THE SAN DIEGO COUNTY REGIONAL TRANSPORTATION COMMISSION AND THE CITY OF NATIONAL CITY REGARDING DEBT FINANCING THROUGH THE TRANSNET PROGRAM SANDAG AGREEMENT NO. 5001578 This Memorandum of Agreement ("MOA") is made and entered into effective as of this Vb day of November, 2010, by and between the San Diego Association of Governments, acting as the San Diego County Regional Transportation Commission ("SANDAG"), and the City of National City ("City"). RECITALS The following recitals are a substantive part of this Agreement: WHEREAS, SANDAG serves as the San Diego County Regional Transportation Commission and, in that role, is responsible for the administration of programs under the TransNet Extension Ordinance (Proposition A, November 2004), which sets forth permitted uses for revenues from a 'h cent transactions and use tax in San Diego County (TransNet Extension Program); and WHEREAS, in order to accelerate the implementation of TransNet tax -funded projects, SANDAG has established a debt financing program to provide advanced funding for eligible projects under the TransNet Extension Ordinance; and WHEREAS, SANDAG requires that an agency receiving proceeds from the TransNet debt financing program shall be responsible for its proportionate share of the issuance costs, as well as the ongoing interest and related administrative costs from the date the proceeds are issued until the principal amount of the loan is fully repaid; and WHEREAS, the City wishes to borrow three million, three hundred sixty-six thousand dollars ($3,366,000) through the TransNet debt financing program for the refinance of outstanding commercial paper; and WHEREAS, the parties wish to memorialize their agreement in this MOA to carry out the purposes set forth above; AGREEMENT NOW THEREFORE, in consideration of the mutual promises set forth herein, the parties agree as follows: C-70229 (Rev 09/05) SANDAG AGREES: 1. To refinance TransNet outstanding commercial paper for the City of three million, three hundred sixty-six thousand dollars ($3,366,000), subject to certain conditions set forth below and SANDAG Board Policies concerning TransNet Extension Program loans. 2. SANDAG will pay down within seven calendar days the outstanding commercial paper following the issuance of the proceeds or the execution of this Agreement, whichever is later. THE CITY AGREES: 1. The governing body of the City at its October 5, 2010, meeting approved the request to refinance three million, three hundred sixty-six thousand dollars ($3,366,000) of commercial paper. 2. City agrees to use the funding provided under this MOA solely for the refinance of outstanding commercial paper. 3. The City will pay its proportionate share of the bond issuance costs, and annual debt service costs, which include principal and interest payments, and annual administrative costs from the date the debt is issued until the final principal and interest amounts of the applicable bonds are fully repaid. 4. The repayment of debt, in all cases, shall be the first priority on the use of City's annual TransNet revenues. The City agrees not to subordinate SANDAG's lien on the TransNet revenues to any other claim upon these funds. The amounts to be deducted and the terms of repayment (if appropriate) are estimated and set forth in the Repayment Schedule, which is Attachment A hereto. 5. The City agrees to indemnify, hold harmless, and defend SANDAG, the San Diego County Regional Transportation Commission, and all officers and employees thereof against all causes of action or claims related to projects financed through funding provided under this MOA. THE PARTIES MUTUALLY AGREE: 1. That all obligations of SANDAG under the terms of this MOA are subject to the appropriation of the required resources by SANDAG and the approval of the SANDAG Board of Directors. 2. Any notice required or permitted under this MOA may be personally served on the other party, by the party giving notice, or may be served by certified mail, return receipt requested, to the following addresses: For SANDAG: 401 B Street, Suite 800 San Diego, CA 92101 Attn: Director of Finance For City of National City: 1243 National City Boulevard National City, CA 91950 Attn: Director of Finance 2 G /0229 (Rev 09/05) 3. That unless it is amended by the parties in writing, this MOA shall terminate on the date the final principal and interest amounts of the applicable bonds are fully repaid or on such earlier or later date as the parties may agree to in writing. 4. The indemnification provisions of this MOA shall survive termination of the MOA. 5. This MOA shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this MOA, the action shall be brought in a state or federal court situated in the County of San Diego, State of California. 6. All terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. 7. For purposes of this MOA, the relationship of the parties is that of independent entities and not as agents of each other or as joint venturers or partners. The parties shall maintain sole and exclusive control over their personnel, agents, consultants, and operations. 8. No alteration or variation of the terms of this MOA shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. 9. Nothing in the provisions of this MOA is intended to create duties or obligations to or rights in third parties to this MOA or affect the legal liability of the parties to this MOA to third parties. 10. This MOA may be executed in any number of identical counterparts, each of which shall be deemed to be an original, and all of which together shall be deemed to be one and the same instrument when each party has signed one such counterpart. 11. This MOA may be executed and delivered by facsimile signature, and a facsimile signature shall be treated as an original. IN WITNESS WHEREOF, the Parties hereto have executed this MOA effective on the day and year first above written. SAN DIEGO ASSOCIATION OF GOVERNMENTS CITY OF NATIONAL CITY GARY L. GALLEGOS Executive Director APPROVED AS TO FORM: e of General Counsel CHRIS ZAPATA City Manager APPROVED AS TO FORM: Legal Counsel 3 C-70229 (Rev 09/05) 5. This MOA shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this MOA, the action shall be brought in a state or federal court situated in the County of San Diego, State of California. 6. All terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. 7. For purposes of this MOA, the relationship of the parties is that of independent entities and not as agents of each other or as joint venturers or partners. The parties shall maintain sole and exclusive control over their personnel, agents, consultants, and operations. 8. No alteration or variation of the terms of this MOA shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on any of the parties hereto. 9. Nothing in the provisions of this MOA is intended to create duties or obligations to or rights in third parties to this MOA or affect the legal liability of the parties to this MOA to third parties. 10. This MOA may be executed in any number of identical counterparts, each of which shall be deemed to be an original, and all of which together shall be deemed to be one and the same instrument when each party has signed one such counterpart. 11. This MOA may be executed and delivered by facsimile signature, and a facsimile signature shall be treated as an original. IN WITNESS WHEREOF, the Parties hereto have executed this MOA effective on the day and year first above written. SAN DIEGO ASSOCIATION OF CITY OF NAJONAL CITY GOVERNMENTS GARY L. GALLEGOS Executive Director APPROVED AS TO FORM: Office of General Counsel el) CHRIS ZAPATA' 7 City Manager �/ Repayment Schedule City of National City 2010 Series B Bonds (Tax -Exempt) Attachment A C-70229 (Rev 09/05) Fiscal Year 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 TOTAL Repayment Schedule City of National City 2010 Series B Bonds (Tax -Exempt) Principal Interest Total Debt Service 204, 712.38 274,614.15 284, 600.12 289, 593.11 304,572.06 314, 558.03 324, 544.00 339,522.95 354,501.91 369,480.86 3,060,699.57 44,157.13 108,647.35 100,408.92 91,870.92 80,287.19 68,104.31 55, 521.99 42,540.23 28,959.31 14, 779.23 635,276.58 248, 869.51 383,261.50 385,009.04 381,464.03 384,859.25 382, 662.34 380, 065.99 382, 063.18 383,461.22 384,260.09 3,695,976.15 ources; Par Amount Premium 3,060,699.57 323,255.76 Total Sources Uses 3,383,955.33 CP Takeout 3,366,000.00 COI/UD 17,955.33 Total Uses 3,383,955.33 Attachment A C-70229 (Rev 09/05) RESOLUTION NO. 2010 — 233 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY REQUESTING SANDAG, ACTING AS THE SAN DIEGO COUNTY REGIONAL TRANSPORTATION COMMISSION, TO PROVIDE ADVANCED FUNDING THROUGH DEBT FINANCING AND REFINANCE THE VARIABLE RATE COMMERCIAL PAPER OF $3,366,000 INTO FIXED RATE BONDS WHEREAS, San Diego Association of Governments, acting as the San Diego County Regional Transportation Commission (SANDAG), is responsible for the administration of programs under the TransNet Extension Ordinance (Proposition A, November 2004), which sets forth permitted uses for revenues from a'/ cent transactions and use tax in San Diego County (TransNet Extension Program); and WHEREAS, to accelerate the implementation of TransNet tax funded projects, SANDAG has established a debt financing program to provide advanced funding for eligible projects under the TransNet Extension program; and WHEREAS, SANDAG requires that an agency receiving proceeds from the TransNet debt financing program shall be responsible for its proportionate share of the ongoing interest and related administrative costs from the date debt is issued until the final principal and interest amounts of the loan applicable bonds are fully repaid; and WHEREAS, on April 1, 2008, Resolution No. 2008-51 authorized the City to receive advanced funding of $4.5 Million of the City's share of TransNet funding. The City agreed to pay its proportionate share of the annual interest and administrative costs of the commercial paper program; and WHEREAS, in July 2010, SANDAG notified member agencies of its intent to issue long term bonds. The bond issue provides an opportunity for the City to refinance its current balance of variable rate commercial paper of $3,366,000 to a fixed bond rate from fiscal year 2011-2020; and WHEREAS, the following project being implemented by the City of National City has been approved or are being submitted by SANDAG through the TransNet Extension Program of Projects in the 2010 Regional Transportation improvement Program, and would benefit from the availability of advance funding: REFINANCE VARIABLE RATE COMMERCIAL PAPER IN THE AMOUNT OF $3,366,000 FOR USE ON CITY STREET RESURFACING PROJECTS NOW THEREFORE, BE IT RESOLVED by the City Council of the City of National City as follows: 1. That the City Manager is hereby authorized to request advance funding from SANDAG through the TransNet debt financing program in an amount not to exceed $3,366,000. 2. That the City Manager is hereby authorized to execute any necessary documents relating to the receipt of said funds from SANDAG, including but not limited to a Memorandum of Agreement (MOA) in substantially the same form as attached to this Resolution (Attachment 1). Resolution No. 2010 — 233 Page 2 3. That the City of National City will be responsible for paying its proportionate share of bond issuance costs and the annual interest and administrative costs of the TransNet debt financing program based on the ratio of the amount of financing provided to the City of National City compared to the total debt outstanding for each fiscal year. 4. That SANDAG will deduct said bond issuance costs and interest and administrative costs from the monthly TransNet tax allocations for the City of National City prior to remitting any remaining TransNet tax proceeds for projects of the City of National City. 5. That the City of National City will repay to SANDAG the principal amount borrowed according to the Payment Schedule that will be attached to the proposed MOA. 6. That the first priority use of the City of National City's annual allocation of TransNet revenues shall be payment of the principal amount borrowed according to the Payment Schedule and any issuance costs, administrative costs and interest due. The City of National City agrees not to subordinate SANDAG's lien on the TransNet revenues to any other claim upon these funds. BE IT FURTHER RESOLVED that the City of National City agrees to indemnify, hold harmless, and defend SANDAG, the San Diego County Regional Transportation Commission, and all officers and employees thereof against all causes of action or claims related to projects financed through funding provided under the MOA. PASSED and ADOPTED this 5th day of October, 2010. n Morrison, Mayor ATTEST: c/1 Michael . Dalla, City Clerk AP P OVED AS TO FORM: ClaudiaGSilva City Attorne Passed and adopted by the Council of the City of National City, California, on October 5, 2010 by the following vote, to -wit: Ayes: Councilmembers Morrison, Sotelo-Solis, Van Deventer, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California /7 � City erk of the City o National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2010-233 of the City of National City, California, passed and adopted by the Council of said City on October 5, 2010. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT G avo`t, a - � m MEETING DATE: October 5, 2010 AGENDA ITEM NO. 21 TEM TITLE: Resolution of the City Council of the City of National City requesting SANDAG, acting as the San Diego County Regional Transportation Commission, to provide advanced funding through debt financing for use on Transnet eligible projects and refinance the variable rate commercial paper of $3,366,000 into fixed rate bonds from FY 2011 until FY 2021 (10 years). (Finance) PREPARED BY: Jeanette Ladrido, CPA PHONE: 336-4331 EXPLANATION: See attached. DEPARTMENT: F APPROVED BY: FINANCIAL STATEMENT: ACCOUNT NO. APPROVED: APPROVED: Finance MIS Additional revenue will be recognized in Revenue account 307-00000-3466 and appropriations will revised via Resolution as additional projects are identified by the Development Services Department. ENVIRONMENTAL REVIEW: ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Adopt the attached resolution and memorandum of agreement with SANDAG, acting as the San Diego County Regional Transportation Commission, and submit to SANDAG for execution. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: ) Resolution 2) Memorandum of Agreement �teso\A)t‘oN \-,o. 1(0 `d3`