City of Culver City, California
Agenda Item Report
Meeting Date: 1/15/2011 Item Number: _J-2
JOINT CITY COUNCIL/REDEVELOPMENT AGENCY BOARD AGENDA ITEM:
Approval of an Implementing Agreement between the City of Culver City and the
Culver City Redevelopment Agency Relating to the December 15, 2009 Cooperation
Agreement.
Contact Person/Dept.:
Sol Blumenfeld, Community Development
Todd Tipton, Community Development
Phone Number:
(310) 253-5700
(310) 253-5783
Fiscal Impact: Yes [X] No [] General Fund: Yes [] No [X]
Public Hearing: [X] Action Item: [] Attachments: [X]
Commission Action Required: Yes [] No [X] Date: _______________
Public Notification: Meetings and Agendas – City Council (01/13/11); Meetings and
Agendas – Redevelopment Agency (01/13/11); Interested Media (01/13/11)
Department Approval:
Sol Blumenfeld: (01/13/11)
City Attorney Approval: Carol Schwab (by
H. Baker) (01/13/11)
Agency General Counsel Approval:
Murray Kane(01/13/11)
Chief Financial Officer Approval:
Jeff Muir
City Manager/Executive Director Approval:
John M. Nachbar
RECOMMENDATION:
Staff recommends the City Council and the Redevelopment Agency Board approve
an Implementing Agreement for public infrastructure improvements identified in the
December 15, 2009 Cooperation Agreement.
BACKGROUND/DISCUSSION:
Section 33445 of the California Health and Safety Code (commonly referred to as
the Community Redevelopment Law, or “CRL”) permits Redevelopment Agencies to
use its tax increment revenue to pay the cost of public improvements constructed by
other entities, if certain findings are made.
In December 2009, the City and Agency entered into Cooperation Agreement, which
provided for the City to secure additional funding for the following projects:
City of Culver City, California
Agenda Item Report
Due to the uncertainty of the State’s potential budget efforts, staff and Agency
General Counsel recommend that an Implementing Agreement be executed. The
Implementing Agreement identifies funding availability and when projects will be
constructed. By adopting the Implementing Agreement the projects and repayment
schedule, the City will be making a commitment to pursue the vitally needed public
infrastructure improvements.
FISCAL ANALYSIS:
The sum of the costs for projects in the December 15, 2009 Cooperation Agreement
is $66,252,000, which will be funded from tax increment.
ATTACHMENTS:
1. Proposed Implementing Agreement
MOTION:
That the City Council:
1. Approve the Implementing Agreement between the City of Culver City and the
Culver City Redevelopment Agency to provide for funding of specified public
infrastructure improvements, in a form approved by the City Attorney; and
2. Authorize the Mayor to execute the Implementation Agreement on behalf of
the City.
New Police Department Headquarters Facility
1
$31,200,000
Park Improvements $500,000
New Public Works Laydown Facility $5,400,000
Overland Avenue Bridge Replacement $2,000,000
East Washington Medians $1,560,000
Improvements to Public Facilities $2,600,000
Street Light Replacement $8,740,000
Washington Boulevard Repaving $7,800,000
Expansion of Transfer Plant $3,120,000
New Fire Training Yard $2,700,000
City of Culver City, California
Agenda Item Report
That the Redevelopment Agency Board:
1. Approve the Implementing Agreement between the City of Culver City and the
Culver City Redevelopment Agency for public infrastructure improvements
identified in the 2009 Cooperation Agreement, in a form approved by the
Agency General Counsel; and
2. Authorize the Executive Director to execute the Implementation Agreement
on behalf of the Agency.
MEETING DATE: 01.15.11
AGENDA ITEM: JOINT CITY COUNCIL/REDEVELOPMENT AGENCY
BOARD AGENDA ITEM: Approval of an Implementing
Agreement between the City of Culver City and the
Culver City Redevelopment Agency Relating to the
December 15, 2009 Cooperation Agreement.
ATTACHMENTS
Pages
1. Proposed Implementing Agreement 1-7
City Contract No. 2011-014
Page 1 of 7
IMPLEMENTING AGREEMENT TO
DECEMBER 15, 2009 COOPERATION AGREEMENT
THIS IMPLEMENTING AGREEMENT (the “Agreement”) is entered into this
_______ day of January 2011, by and between the CITY OF CULVER CITY (the “City”)
and the CULVER CITY REDEVELOPMENT AGENCY (the “Agency”), with reference to
the following facts:
A. On December 15, 2009, the Agency and City entered into that certain
Cooperation Agreement (the “Cooperation Agreement”) to provide for and facilitate the
acquisition of real property, installation and construction of certain public improvements
and facilities and to implement the Redevelopment Plan for the Culver City
Redevelopment Project and to expend tax increment to accomplish the goals and
objectives of the Redevelopment Project.
B. The projects associated with the Cooperation Agreement were approved
on December 15, 2009 and are attached hereto as Exhibit No. 1 for informational
purposes.
C. The City and the Agency desire to supplement the provisions of the
Cooperation Agreement to add additional procedures for the orderly implementation of
the Cooperation Agreement.
D. The obligations of the Agency under the Cooperation Agreement and this
Agreement shall constitute an indebtedness of the Agency for the purpose of carrying
out the Redevelopment Plan for the Project Areas. The obligations set forth in the
Cooperation Agreement and this Agreement are contractual obligations that, if
breached, will subject the Agency to damages and other liabilities or remedies.
NOW, THEREFORE, the parties hereto do mutually agree as follows:
I. INTRODUCTORY PROVISIONS
The recitals above are an integral part of this Agreement and set forth the
intentions of the parties and the premises on which the parties have decided to enter
into this Agreement.
II. AGENCY’S OBLIGATIONS
The obligations of the Agency under this Agreement shall be payable out of net
available tax increments, as defined herein. Wherever used in the Cooperation
Agreement the term “net available tax increments” shall mean and include tax increment
as defined or provided for in any applicable constitutional provision, statute or other
provision of law now existing or adopted in the future, and allocated to (i) the Agency
ATTACHMENT 1City Contract No. 2011-014
Page 2 of 7
and/or (ii) any lawful successor entity of the Agency and/or (iii) any entity established by
law to carry out the redevelopment plan for the Project Area and/or (iv) any entity
established by law to expend tax increment and/or (v) any entity established by law to
pay indebtedness of the Agency to be repaid in whole or in part with tax increment,
pursuant to Section 33670, et seq., of the California Community Redevelopment Law or
any applicable constitutional provision, statute or other provision of law now existing or
adopted in the future.
All payments due to be made by the Agency to the City under the Cooperation
Agreement shall be made by the Agency in accordance with the schedule set forth in
Exhibit No. 2 which is incorporated herein by this reference and as otherwise necessary
to reimburse the City for the cost to the City of performing its obligations hereunder.
City shall provide Agency with a quarterly report accompanied by evidence reasonably
satisfactory to the Agency’s Executive Director that the City has progressed in the
development and construction of the Project or Projects for which payment is made by
the Agency commensurate with such payments and has incurred costs or obligations to
make payments equal to or greater than such amount.
III. CITY’S OBLIGATIONS
1. The City shall accept any funds paid by the Agency pursuant to the
Cooperation Agreement and shall devote those funds to completion of the Projects by
(i) reimbursing the City or using such funds to make City expenditures to perform the
work required to carry out and complete the Projects; (ii) utilizing such funds to pay debt
service on bonds or other indebtedness or obligations that the City has or will incur for
such purposes; and/or (iii) paying such funds into a special fund of the City to be held
and expended only for the purpose of satisfying the obligations of the City hereunder.
2. The City shall timely complete the work required for each Project in
accordance with the Schedule of Performance attached hereto as Exhibit No. 3 and
incorporated herein by this reference.
IV. LIABILITY AND INDEMNIFICATION
In contemplation of the provisions of California Government Code Section 895.2
imposing certain tort liability jointly upon public entities solely by reason of such entities
being parties to an agreement as defined by Government Code Section 895, the parties
hereto, as between themselves, pursuant to the authorization contained in Government
Code Sections 895.4 and 895.6, shall each assume the full liability imposed upon it, or
any of its officers, agents or employees, by law for injury caused by negligent or
wrongful acts or omissions occurring in the performance of this Agreement to the same
extent that such liability would be imposed in the absence of Government Code Section
895.2. To achieve the above-stated purpose, each party indemnifies, defends and
holds harmless the other party for any liability, losses, cost or expenses that may be
incurred by such other party solely by reason of Government Code Section 895.2.
ATTACHMENT 1City Contract No. 2011-014
Page 3 of 7
V. ENTIRE AGREEMENT: WAIVERS AND AMENDMENTS
This Agreement shall be executed in triplicate originals, each of which is deemed
to be an original. This Agreement consists of seven (7) pages, which, together with the
Cooperation Agreement constitute the entire understanding and agreement of the
parties.
This Agreement integrates all of the terms and conditions mentioned herein or
incidental hereto, and supersedes all negotiations or previous agreements between the
parties with respect to the subject matter of this Agreement; provided that this
Agreement does not supersede the Cooperation Agreement except as expressly set
forth herein.
This Agreement is intended solely for the benefit of the City and the Agency.
Notwithstanding any reference in this Agreement to persons or entities other than the
City and the Agency, there shall be no third party beneficiaries under this Agreement.
All waivers of the provisions of this Agreement and all amendments to this
Agreement must be in writing and signed by the authorized representatives of the
parties.
VI. SEVERABILITY
If any term, provisions, covenant or condition of this Agreement is held by a court
of competent jurisdiction to be invalid, void or unenforceable, (i) the remainder of the
provisions shall continue in full force and effect unless the rights and obligations of the
parties have been materially altered or abridged by such invalidation, voiding or
unenforceability and (ii) the Cooperation Agreement shall continue in full force and
effect.
VII. DEFAULT
If either party fails to perform or adequately perform an obligation required by this
Agreement within thirty (30) calendar days of receiving written notice from the non-
defaulting party, the party failing to perform shall be in default hereunder. In the event
of default, the non-defaulting party will have all the rights and remedies available to it at
law or in equity to enforce the provisions of this contract, including without limitation the
right to sue for damages for breach of contract. The rights and remedies of the non-
defaulting party enumerated in this paragraph are cumulative and shall not limit the non-
defaulting party’s rights under any other provision of this Agreement, or otherwise waive
or deny any right or remedy, at law or in equity, existing as of the date of the Agreement
or hereinafter enacted or established, that may be available to the non-defaulting party
against the defaulting party. All notices of defaults shall clearly indicate a notice of
default under this Agreement.
ATTACHMENT 1City Contract No. 2011-014
Page 4 of 7
VIII. BINDING ON SUCCESSORS
This Agreement and the Cooperation Agreement shall be binding on and shall
inure to the benefit of all successors and assigns of the parties, whether by
agreement or operation of law.
IX. EFFECT ON COOPERATION AGREEMENT
Except as expressly set forth herein, the Cooperation Agreement shall continue
in full force and effect in accordance with its terms.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
date first set forth above.
Dated: CITY OF CULVER CITY
BY:
Christopher Armenta, Mayor
Dated: CULVER CITY REDEVELOPMENT AGENCY
BY:
John Nachbar, Executive Director
APPROVED AS TO FORM:
CAROL SCHWAB, City Attorney
KANE BALLMER BERKMAN
MURRAY O. KANE, Agency General Counsel
ATTACHMENT 1City Contract No. 2011-014
Page 5 of 7
EXHIBIT NO. 1
LIST OF PROJECTS
APPROVED ON DECEMBER 15, 2009
Proposed Public Infrastructure Improvement
Estimated Cost to
Agency
New Police Department Headquarters Facility|1010| $31,200,000
Park Improvements $500,000
New Public Works Lay-down Facility $5,400,000
Overland Avenue Bridge Replacement $2,000,000
East Washington Medians $1,560,000
Improvements to Public Facilities $2,600,000
Street Light Replacement $8,740,000
Washington Boulevard Repaving $7,800,000
Expansion of Transfer Plant $3,120,000
New Fire Training Yard $2,700,000
ATTACHMENT 1City Contract No. 2011-014
Page 6 of 7
EXHIBIT NO. 2
SCHEDULE OF AGENCY PAYMENTS
2016-17 2017-18 2018-19 2019-20 2020-21 2021-22 2022-23 Total
Outstanding Obligations
2009 Cooperation Agreement -$4.4 -$5.0 -$7.9 -$11.5 -$14.6 -$19.1 -$3.5 -$66.0
ATTACHMENT 1City Contract No. 2011-014
Page 7 of 7
EXHIBIT NO. 3
SCHEDULE OF CITY PERFORMANCE
Proposed Public
Infrastructure Improvement
Commence
Construction
Estimated Cost to
Agency
New Police Department
Headquarters Facility
1
2020 $31,200,000
Park Improvements 2016 $500,000
New Public Works Lay-down
Facility
2017 $5,400,000
Overland Avenue Bridge
Replacement
2016 $2,000,000
East Washington Medians 2016 $1,560,000
Improvements to Public
Facilities
2018 $2,600,000
Street Light Replacement 2019 $8,740,000
Washington Boulevard
Repaving
2019 $7,800,000
Expansion of Transfer Plant 2018 $3,120,000
New Fire Training Yard 2018 $2,700,000
ATTACHMENT 1