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HomeMy WebLinkAboutPardee Construction Deposit & Reimbursement Agreement Cottonwood Hills Assessment District 93-1 07-25-2000 �r p DEPOSIT AND REIMBURSEMENT AGREEMENT by and between CITY OF LAKE ELSINORE and PARDEE CONSTRUCTION COMPANY Dated as of July 25,2000 ASSESSMENT DISTRICT NO, 93-1 (COTTONWOOD HILLS) f . 589763.4 Contract/Agreement # 1535 DEPOSIT AND REIMBURSEMENT AGREEMENT THIS DEPOSIT AND REIMBURSEMENT AGREEMENT (this "Deposit Agreement") is made and entered into as of July 25, 2000 by and between the CITY OF LAKE ELSINORE (the "City") and PARDEE CONSTRUCTION COMPANY(the "Owner"). WITNESSETH: WHEREAS, the City has previously formed an assessment district designated "Assessment District No. 93-1 (Cottonwood Hills)" (the "District") pursuant to the Municipal Improvement Act of 1913 (Division 12 of the Streets and Highway Code,commencing with Section 10000) (the"1913 Act"); WHEREAS,the City has also issued the City of Lake Elsinore Assessment District No. 93-1 (Cottonwood Hills) Limited Obligation Improvement Bonds, Series A and B in the aggregate principal amount of $18,075,000 (the "1994 Bonds"), of which $17,365,000 remain outstanding; WHEREAS,the City and the Owner wish to initiate proceedings to refund the 1994 Bonds; and WHEREAS,the City and the Owner desire to enter into this Deposit Agreement in order to provide for (1) the advance of funds by the Owner to be used to pay costs incurred in connection with the issuance of refunding bonds(the"Refunding Bonds")and(2)the reimbursement to the Owner of such funds advanced,without interest,from the proceeds of the Refunding Bonds; NOW, THEREFORE, for and in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows: Section 1. The Deposits and Application Thereof. (a) The Owner hereby agrees to deposit with the City on or before August 1, 2000, the amount of$33,000 (the"Initial Deposit"). The City, by its execution hereof, agrees to accept the Initial Deposit. (b) The Initial Deposit,together with any subsequent deposit the Owner agrees to make pursuant to the terms hereof(collectively, the "Deposits"), are to be used to pay for an appraisal and a market absorption study in connection with the issuance of the Refunding Bonds and the costs of any other rep6rts deemed necessary or advisable by the City in connection with the issuance of the Refunding Bonds (collectively, the "Initial Costs"). The City may draw upon the Deposits from time to time to pay such costs. 589763.4 (c) The Deposits may be commingled with other funds of the City for purposes of investment and safekeeping,but the City shall at all times maintain records as to the expenditure of the Deposits. (d) The City shall provide the Owner with a written monthly summary of expenditures made from the Deposits,and the unexpended balance thereof,within ten business days of receipt of the City of a written request therefor submitted by the Owner. The cost of providing any such summary shall be charged to the Deposits. Section 2. Return of Deposits; Reimbursement. (a) The issuance of the Refunding Bonds shall be a condition to the repayment to the Owner of the funds advanced by the Owner pursuant hereto. Unless the Refunding Bonds are issued,the City shall have no obligation to repay the Owner any portion of the Deposits expended or encumbered to pay Initial Costs. Any portion of the Deposits which have not been expended or encumbered to pay Initial Costs by the time of the issuance of the Refunding Bonds or at the time the City decides not to issue the Refunding Bonds shall be returned to the Owner. (b) If the Refunding Bonds are issued by the District,the City shall reimburse the Owner,without interest,for the portion of the Deposits that has been expended or encumbered,said reimbursement to be made within ten business days after the issuance of such Refunding Bonds, solely from the proceeds of such Refunding Bonds and only to the extent otherwise permitted under the 1913 Act. The City shall,within ten business days after the issuance of such Refunding Bonds, return the then unexpended and unencumbered portion of the Deposits to the Owner, without interest. Section 3. Abandonment of Proceedings. The Owner acknowledges and agrees that the issuance of the Refunding Bonds shall be in the sole discretion of the City. No provision of this Deposit Agreement shall be construed as an agreement,promise or warranty of the City to issue the Refunding Bonds. Section 4. Deposit Agreement Not Debt or Liability of City. This Deposit Agreement does not constitute a debt or liability of the City. The City shall not be obligated to advance any of its own funds to pay Initial Costs or any other costs incurred in connection with the issuance of the Refunding Bonds. No member of the City Council of the City and no officer, employee or agent of the City shall to any extent be personally liable hereunder. Section 5. Notices. All written notices to be given hereunder shall be given to the party entitled thereto at its address set forth below, or at such other addresses as such party may provide to the other parties in writing from time to time,namely: If to the City: City of Lake Elsinore 130 South Main Street Lake Elsinore, California 92530 Attn: City Manager 589763.4 2 If to the Owner. Pardee Construction Company 10880 Wilshire Blvd., Suite 1900 Los Angeles, California 90045 Attention: Rosemary Bonnevie Each such notice, statement, demand, consent, approval, authorization, offer, designation, request or other communication hereunder shall be deemed delivered to the party to whom it is addressed (a) if personally served or delivered, upon delivery, (b) if given by electronic communication,whether by telex,telegram or telecopier upon the sender's receipt of an appropriate answerback or other written acknowledgment, (c) if given by registered or certified mail, return receipt requested,deposited with the United States mail postage prepaid,72 hours after such notice is deposited with the United States mail, (d) if given by overnight courier, with courier charges prepaid, 24 hours after delivery to said overnight courier, or(e) if given by any other means, upon delivery at the address specified in this Section. Section 6. California Law. This Deposit Agreement shall be governed and construed in accordance with the laws of the State of California. Section 7. Severability. If any part of this Deposit Agreement is held to be illegal or unenforceable by a court of competent Jurisdiction,the remainder of this Deposit Agreement shall be given effect to the fullest extent reasonably possible. Section 8. Successors and Assigns. This Deposit Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. 589763.4 3 Section 9. Counterparts. This Deposit Agreement may be executed in counterparts, each of which shall be deemed an original and all of which shall constitute but one and the same instrument. IN WITNESS WHEREOF,the parties hereto have executed this Deposit Agreement as of the date first written above. CITY OF LAKE ELSINORE By: City Manager PARDEE CONSTRUCTION COMPANY By: 589763A 4