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HomeMy WebLinkAboutRES 2003-42 - Board TRUCKEE DONNER PUblic Utility District RESOLUTION NO. 2003-42 RESOLUTION OF THE BOARD OF DIRECTORS OF THE TRUCKEE DONNER PUBLIC UTILITY DISTRICT APPROVING AN AGREEMENT WITH THE TOWN OF TRUCKEE CONCERNING CERTAIN FACILITIES EXPECTED TO BE FINANCED BY TRUCKEE DONNER PUBLIC UTILITY DISTRICT COMMUNITY FACILITIES DISTRICT NO. 03-1 (OLD GREENWOOD) WHEREAS,the Board of Directors (the "Board of Directors") of the Truckee Donner Public Utility District (the "Public Utility District") has heretofore commenced proceedings for the formation of Truckee Donner Public Utility District Community Facilities District No. 03-1 (Old Greenwood) (the "Community Facilities District")pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), to finance the acquisition and construction of certain facilities; and WHEREAS, the facilities expected to be financed by the Community Facilities District include street improvements and storm drain improvements(collectively,the"Town Improvements") which are expected to be transferred to and owned by the Town of Truckee (the "Town"); and - WHEREAS, in order to permit the Community Facilities District to finance the Town Facilities, the Act requires that the Public Utility District enter into an agreement with respect thereto with the Town; and WHEREAS, the proposed form of an agreement between the Public Utility District and the Town relating to the Town Facilities (the "Agreement") has been prepared and presented to the Board of Directors; NOW, THEREFORE, THE BOARD OF DIRECTORS OF TRUCKEE DONNER PUBLIC UTILITY DISTRICT DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The above recitals are true and correct. Section 2. The execution and delivery of the Agreement would be beneficial to the residents of the Public Utility District, and especially to the residents of the Community Facilities District, in that the Agreement will permit the financing of the Town Facilities without requiring the Town to form a separate financing district. Section 3. The form of the Agreement presented to the Board of Directors is hereby approved; and the President of the Board of Directors and the District Clerk are hereby authorized and directed, for and in the name of, the Public Utility District, to execute and deliver a copy of the Agreement to the Town substantially in the form so approved with such changes therein, if any, as such officers may approve. 1 ADOPTED and APPROVED by the Board of Directors of the Truckee Donner Public Utility District on this 14th day of October, 2003 by the following vote: AYES: Directors Aguera, Hemig and Van Gundy NOES: Director Sutton ABSENT: None RECUSE: Director Maass ABSTAIN: None TRUCKEE DONNER may PU LIC UTILITY DISTRICT , � � By: °� '�/ J. I o emig, President of the Board of Arectors ATTEST: Peter L. Holzmeister, District Clerk 2 JOINT COMMUNITY FACILITIES AGREEMENT BETWEEN THE TRUCKEE-DONNER PUBLIC UTILITY DISTRICT AND THE TOWN OF TRUCKEE (Old Greenwood Project) This Joint Community Facilities Agreement (the "Agreement") dated October 14, 2003 is entered into by and between the Truckee-Donner Public Utility District (the "District"), a California Public Utility District, and the Town of Truckee ("the Town"), a municipality organized under the laws of the State of California. RECITALS WHEREAS, development of the Old Greenwood Project (the "Project") shown in Exhibit A, attached hereto and incorporated herein by reference, requires the construction of public facilities and improvements, including roadway and stormwater facilities; WHEREAS, the Town owns and operates an integrated system of roadways and stormwater facilities for the provision of road and drainage services within its boundaries; WHEREAS, the landowners and developers (the "Property Owners") of the Project have indicated their desire to undertake the design and construction of certain roadway and stormwater drainage facilities to serve the Project, consisting of new facilities ("Facilities") as described in Exhibit B, attached hereto and incorporated herein by reference, to accommodate development within the Project; WHEREAS, the District has, in conjunction with the Property Owners, determined to consider financing the acquisition of the Facilities through the formation by the District of a community facilities district pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Government Code Sections 53311, et seg.) (the "Act"); WHEREAS, it is anticipated that, if the community facilities district is formed, it will issue one or more series of bonds (the "Bonds") secured by special taxes to be levied on non-exempt property located within the boundaries of the community facilities district, in an amount sufficient to pay, among other costs, the costs of the Facilities. The provision of the Facilities is necessitated by the development of the land within the Project and the parties hereto acknowledge that the residents of the Project will be benefited by the construction and/or acquisition of the Facilities; WHEREAS, the parties hereto intend that, if the community facilities district is formed and issues the Bonds, and if the Facilities are constructed in accordance with the Town's specifications and standards, the Town will accept the Facilities for operation and maintenance and the District will pay the acquisition costs to the Property Owners under appropriate conditions and subject to an acquisition agreement between the District and the Property Owners; WHEREAS, Section 53316.2 of the Act provides that a public entity may use a community facilities district to finance facilities owned by an entity other than the agency that forms the community facilities district, but only pursuant to a joint community facilities agreement or joint exercise of powers agreement; 1 WHEREAS, Section 53316.2 of the Act authorizes the legislative bodies of two or more local agencies to enter into a joint community facilities agreement prior to the formation of the community facilities district if the legislative body of each entity adopts a resolution declaring that such a joint agreement would be beneficial to residents of that entity; WHEREAS, for purposes of the Act and this Agreement, the Board of Directors of the District (the "Board") is the legislative body of the District; and the Town Council of the Town (the "Council") is the legislative body of the Town; WHEREAS, the Board and the Council have, prior to the execution of this Agreement, duly considered the contents of this Agreement and have each determined, by resolution, that the execution of this Agreement would be beneficial to the residents of the District and the residents within the service area of the Town; WHEREAS, by this Agreement, District and Town desire to set forth their intent and their agreements with respect to the conduct of the proceedings for formation of the Community Facilities District for the Project, the implementation of the levy and collection of the special tax, the issuance of bonds and distribution of bond proceeds, and payment to the Property Owners for the costs of design and construction of the Facilities. NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties agree as follows: 1. Recitals. Each of the above recitals is incorporated herein and is true and correct. 2. Formation and Administration of the Community Facilities District. The District will have complete responsibility for the formation of the community facilities district, and if it is formed, the District and the community facilities district will have sole responsibility for the administration of such district, including the levy of the special taxes that may be authorized thereby and the issuance and sale of the Bonds related thereto. The Town will not participate in or be considered a participant in the formation proceedings for the community facilities districts, nor will it for any purpose be considered an issuer of the Bonds or responsible for their payment. 3. Sale of Bonds and Use of Proceeds. The District and the community facilities district will be solely responsible for the issuance of the Bonds and the application of Bond proceeds. The Town acknowledges that amount and timing of payments to the Property Owners for the acquisition of the Facilities shall be in all respects subject to the sole discretion and approval of the District and the community facilities district. In no event will an act or a failure or omission to act, by the District or the community facilities district with respect to the disbursement or nondisbursement of the Bond proceeds or any other funding for the Facilities subject the District or the community facilities district to pecuniary liability hereunder. 4. Acceptance of Facilities. The Town agrees to accept title to, and provide operations and maintenance for, the Facilities, assuming that all other requirements of the District and Town are met including the Town's Road Acceptance Policy and subject to approval and inspection of the Facilities by the Town. The Town's Manager is authorized to supplement or otherwise revise the Facilities by an addendum executed by him or her At District's request, the Town will provide to District any information in Town's possession required to complete the portion of the public facilities report regarding the Facilities (as specified in Section 53321.5 of the Act). 5. Maintenance and Operation. Following acceptance of the Facilities by the Town, the Town shall be solely responsible for the maintenance and operation thereof. 6. Acquisition Agreement. The District may enter into an acquisition agreement (the "Acquisition Agreement") with the Property Owners with respect to the Facilities that the District elects to fund that will provide for payment from the bond proceeds provided that the Facilities are designed and constructed to the satisfaction of the Town and the District. Payment to the Property Owners for the Facilities under the Acquisition Agreement (if executed) will be from Bond proceeds only and not from any other fund of District or the Town. The District and the Town agree that the Acquisition Agreement (if executed) will require that the Facilities shall be constructed pursuant to all applicable District and Town requirements and statutes and in compliance with the applicable requirements of the Act. Nothing in this Agreement or any Acquisition Agreement shall relieve the Property Owners of the obligation to pay fees imposed by the Town, nor shall anything in this Agreement or any Acquisition Agreement prevent the Town from agreeing separately to provide credits against such fees to Property Owners for eligible Facilities constructed. 7. Distribution of Bond Proceeds. a. Pursuant to each bond indenture, fiscal agent agreement, or other document providing for the issuance of the Bonds ("Indenture"), District or the community facilities district shall establish a separate account with the bond trustee or fiscal agent designated in the Indenture, into which the proceeds of the Bonds to be used for the Facilities, and other public improvements to be funded by proceeds from the sale of Bonds, shall be deposited (the "Acquisition and Construction Fund"). b. The Town agrees that it shall review and approve all costs included in the Property Owners' request to the District for payment to the Property Owners from an Acquisition and Construction Fund for any of the Facilities. Town agrees to provide assistance to the District in determining compliance by the Property Owners with the requirements of the Town. 8. Limited Obligations. The Town's obligations hereunder shall be limited to the obligations assumed by it with respect to the acceptance of the Facilities for operations and maintenance. The Town shall have no obligation or responsibility whatsoever with respect to the issuance and sale of the Bonds, for the payment of principal and interest thereon, or for the levy of the special taxes required to provide debt service. The District shall have the sole responsibility in such matters. 9. No Separate Entity. The parties do not intend to form a separate joint exercise of powers authority by this Agreement; instead, the parties intend that the Board or the General Manager of the District or his or her designee act on behalf of the District on all matters for which the District is responsible under the Act and this Agreement, and that the Council or the Manager of the Town or his or her designee, act on behalf of the Town in all matters for which it is responsible under this Agreement. 10. Indemnification. a. By District. District shall, to the full extent permitted by law, indemnify, defend and hold the Town, and its officers, employees, agents and contractors harmless from and against any and all liabilities, losses, claims, damages, and expenses in connection therewith, including attorneys' fees and expenses, arising out of or as a result of the proceedings for the formation of any community facilities district, the levy and collection of the special taxes, and the insurance, sale and administration of the Bonds and Bond proceeds. b. By the Town. The Town shall, to the full extent permitted by law, indemnify, defend and hold District, and its officers, employees, agents and contractors harmless from and against any and all liabilities, obligations, losses, claims, damages and expenses in connection therewith, including attorneys' fees and expenses, arising out of or as a result of the design or the acceptance of the Facilities by the Town for operation and maintenance. 11. Termination. This Agreement shall terminate upon the earliest occurrence of the following events: (a)the dissolution pursuant to Section 53338.5 of the Act of the community facilities district established to finance the Facilities; or (b) the written agreement of District and the Town to terminate this Agreement. 12. Notice. Any notice, payment or instrument required or permitted by this Agreement to any party shall be deemed to have been received when personally delivered to any party or seventy-two (72) hours following mailing the same, first class, postage prepaid, addressed as follows: District: Truckee-Donner PUD 11570 Donner Pass Road P.O. Box 309 Truckee, California 96160 Attention: General Manager Town: Town of Truckee 10183 Truckee Airport Road Truckee, CA 96161 Attention: Town Manager 13. Captions. Captions to sections of this Agreement are for convenience purposes only, and are not part of this Agreement. 14. Severability. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, such portion shall be deemed severed from this Agreement and the remaining parts shall remain in full effect as though such invalid or unenforceable provision had not been a part of this Agreement. 15. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. 16. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the matters contained herein and may be amended only by subsequent written agreement signed by both parties. 17. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one instrument. IN WITNESS WHEREOF, the parties have executed this Agreement the day and the year first written above. THE TOWN OF TRUCKEE, a California munici By: ephe L. Wright Its: Town,Manager Attest: TRUCKEE-DONNER PUBLIC UTILITIES DISTRICT, a Califor is Public Utility District 6y: P sident, Board of Directors Attest: Approved as to form: Approved as to form: Co sel District Counsel DENN{S W. DE CUM