HomeMy WebLinkAboutJoint Community Facilities Agreement, City, dated as of January 1, 2005, between the Authority and the City
Quint & Thimmig LLP 9/29/04 12/22/04 JOINT COMMUNITY FACILITIES AGREEMENT -CITY TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-02 (RORIPAUGH RANCH) This Joint
Community Facilities Agreement (the "Agreement"), dated for convenience as of January 1, 2005, is by and between the Temecula Public Financing Authority (the "Authority") and the City
of Temecula (the "Participating Agency"). RECITALS: WHEREAS, the Authority is undertaking proceedings to form the Temecula Public Financing Authority Community Facilities District No.
03-02 (Roripaugh Ranch) (the "CFD") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), and the Authority intends to issue bonds of the Authority for
the CFD (the "Bonds") in order to finance various public improvements to be acquired and constructed in the City of Temecula; and WHEREAS, the improvements to be financed with the proceeds
of the Bonds may include the improvements described in Attachment A hereto (the "Improvements"), which Attachment is, by this reference, incorporated herein; and WHEREAS, the parties
hereto expect that the Participating Agency will own and operate the Improvements if they comply with the standards and have been completed to the satisfaction of the Participating Agency;
and WHEREAS, all or a portion of the Improvements are to be constructed by Ashby USA, LLC, an owner of land in the CFD or an affiliate or designee thereof (the "Developer"), and the
Authority expects to enter into an Acquisition Agreement with the Developer (the "Acquisition Agreement") whereby the Authority will use proceeds of the Bonds to acquire improvements
from the Developer and to reimburse the Developer for all or a portion of the costs of other improvements; and WHEREAS, the implementation of the Acquisition Agreement will involve actions
by officials of the Participating Agency, and the Participating Agency is willing to provide the services of its officials as necessary to implement the provisions of the Acquisition
Agreement; and WHEREAS, Section 53316.2 of the Act requires that the Authority enter into a joint community facilities agreement with the Participating Agency, prior to the adoption
by the Authority of the Resolution of Formation of the CFD, in respect of the Improvements which Improvements are to be financed with the proceeds of the Bonds, and, upon completion,
are to be owned and operated by the Participating Agency; and WHEREAS the Authority and the Participating Agency now desire to enter into this Agreement to satisfy the requirements of
Section 53316.2 of the Act and to memorialize their understanding with respect to the proceeds of the Bonds, the Improvements and the Acquisition Agreement, all as more particularly
set forth below. 20009.01 :J7221
AGREEMENT: NOW, THEREFORE, in consideration of the foregoing and mutual covenants set forth below, the parties hereto do hereby agree as follows: Section 1. Reservation of Bond Funds.
The Authority intends to reserve a portion of the proceeds of the Bonds in an amount necessary to finance a portion of the costs incurred in connection with the acquisition and construction
of the Improvements. Said amount, together with any investment earnings thereon, shall be held in an account within the Improvement Fund established for the CFD (the "Improvement Fund")
for the sole and exclusive benefit of the applicable improvement area of the CFD, and such amount shall in no way be pledged as security for the Bonds. Other than the funds described
in the preceding paragraph, the Authority shall have no obligation to pay for any of the costs of the Improvements, including but not limited to any costs of planning, acquisition, construction,
installation or inspection of the Improvements. Any costs of the Improvements listed listed as items 1 through and including 9 in Attachment A hereto in excess of the proceeds of the
Bonds available to pay such costs will be paid by or on behalf of a landowner in the CFD. Section 2. Construction of Improvements. The Improvements have been or will be constructed pursuant
to plans and specifications approved by the Participating Agency. The Participating Agency shall not have any liability whatsoever in respect of any work performed in connection with
the Improvements; provided that this sentence shall in no way limit any rights the Participating Agency may have against any persons or entities in respect of the acquisition or construction
of the Improvements once the Participating Agency accepts title to and control over the Improvements. To the extent that the Participating Agency incurs expenses incident to reviewing
and approving design plans and specifications, conducting construction field inspections and otherwise in connection with the design, construction and acceptance of the Improvements,
such expenses may be reimbursed to the Participating Agency upon presentation of invoices as to the nature and amount of such costs and expenses, from available amounts in the Improvement
Fund, or if there are no such available funds, then from one of the owners of the land in the CFD (as may be required in any applicable subdivision improvement agreements pertaining
thereto) or from any other legally available funds. Section 3. Inspection and Acceptance: Use of Bond Funds. The Participating Agency shall cause inspections to be made during the construction
of the Improvements in accordance with its customary procedures for construction projects of a similar nature. Upon completion of construction of the Improvements to the satisfaction
of the Participating Agency, the Participating Agency shall accept dedication of the Improvements in accordance with its customary procedures, and shall accept ownership, and responsibility
for operation of the Improvements conditioned upon the passage to the Participating Agency of fee title clear of all encumbrances and easements not otherwise acceptable to the Participating
Agency in its sole discretion. The Participating Agency shall have no responsibility with respect to the ownership or operation of the Improvements unless and until construction has
been completed to the satisfaction of the Participating Agency. The Authority shall have no obligation to at any time own or operate any of the Improvements. Section 4. Assistance with
Acquisition Agreement. The Participating Agency hereby agrees to assist the Authority in connection with the implementation of the -2-
Acquisition Agreement by making its Director of Public Works and other officials available for the purposes, on the terms and as otherwise provided for in the Acquisition Agreement with
respect to any actions to be performed by Participating Agency officials under the Acquisition Agreement. Section 5. Limited Obligations. All obligations of the Authority under and pursuant
to this Agreement shall be limited to the amounts on deposit in the Improvement Fund and described in Section 1 above. No Boardmember, officer or employee of the Authority shall in any
event be personally liable hereunder. The sole obligation of the Participating Agency hereunder with respect to the Improvements shall be to inspect and accept the Improvements as described
above. The Participating Agency shall have no responsibility or obligation with respect to the Improvements for any action occurring prior to acceptance by the Participating Agency.
If, for any reason whatsoever, there are insufficient funds to complete the Improvements or any portion thereof, the Participating Agency shall have no obligation under this Agreement
to fund any such shortfall. The sole obligation of the Participating Agency hereunder with respect to the Acquisition Agreement shall be to make available officials of the Participating
Agency specifically referenced in, and for the tasks specifically to be undertaken by such officials under the terms of, the Acquisition Agreement. If the Participating Agency shall
fail to perform any of its obligations hereunder, the sole remedy of the Authority shall be the commencement of an action in the Superior Court for specific performance by the Participating
Agency of such obligations. Section 6. Termination. Notwithstanding any other provision of this Agreement, this Agreement shall cease to be effective and shall terminate if the first
series of the Bonds are not issued by December 31, 2005. If not earlier terminated pursuant to the preceding sentence, this Agreement shall terminate upon acceptance of the ownership
and operation of the Improvements by the Participating Agency. Section 7. Partial Invalidity. If any part of this Agreement is held to be illegal or unenforceable by a court of competent
jurisdiction, the remainder of this Agreement shall be given effect to the fullest extent reasonably possible. Section 8. Successors and Assigns. This Agreement shall be binding upon
and inure to the benefit of the successors and assigns of the parties hereto. This Agreement is for the sole benefit of the Authority and the Participating Agency and their successors
and assigns, and no other person or entity shall be deemed to be a beneficiary hereof or have an interest herein. Section 9. Execution in Counterparts. This Agreement may be executed
in counterparts, each of which shall be deemed an original. -3-
* * * * * * * * * * IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year written alongside their signature below. Date of Execution: January 11,
2005 Attest: Date of Execution: January 11, 2005 CITY OF TEMECULA (the "Participating Agency") Mayor Comerchero City Clerk Susarf W. Jones, CMC TEMECULA PUBLIC FINANCING AUTHORITY (the
"Authority") By:_ Executive Director Shawn D. Nelson 20009.01:J7221 -4-
ATTACHMENT A DESCRIPTION OF FACILITIES PROPOSED TO BE FUNDED BY TEMECULA PUBLIC FINANCING AUTHORITY COMMUNITY FACILITIES DISTRICT NO. 03-02 (RORIPAUGH RANCH) WHICH ARE TO BE OWNED, OPERATED
OR PROVIDED, AS APPLICABLE, BY THE CITY OF TEMECULA 1. Murrieta Hot Springs Road Murrieta Hot Springs Road (MHSR) from the Westerly Boundary Line of Tract 29661 (existing end of pavement)
to Butterfield Stage Road: Improvements include grading for full right-of-way with 2:1 slopes, paving, curb and gutter, median curb, sidewalk, signing and striping, traffic signal(s)
landscaping, irrigation, storm drain, concrete slope protection, and other appurtenant improvements necessary to complete MHSR. 2. Butterfield Stage Road Butterfield Stage Road (BSR)
from the Northerly tract boundary to Southerly tract boundary: Improvements include grading full right-of-way with 2:1 slopes, paving, curb and gutter, median curb, sidewalk, traffic
signal(s), signing and striping, landscaping, irrigation, storm drain, concrete slope protection, bridges over Santa Gertrudis Creek, and Long Valley Channel, and other appurtenant improvements
necessary to complete Butterfield Stage Road. Butterfield Stage Road (BSR) from the Southerly tract boundary to Rancho California Road: Improvements include grading westerly _ right-of-way
with 2:1 slopes, paving, curb and gutter, median curb, sidewalk, traffic signal(s), signing and striping, landscaping, irrigation, storm drain, concrete slope protection, and other appurtenant
improvements necessary to complete Butterfield Stage Road. 3. Nicolas Road Nicolas Road BSR to the Easterly Metropolitan Water District (MWD) R/W: Improvements include grading right-of-way
with 2:1 slopes, paving, asphalt berms, curb and gutter, sidewalk, asphalt path, split rail fence, landscaping, irrigation, storm drain, and other appurtenant improvements necessary
to complete Nicolas Road. Nicolas Road from the Easterly MWD R/W to Liefer Road including construction of Calle Garisol realignment to Nicolas Road: Improvements include grading partial
right-of-way (40' travel way) with 2:1 slopes, paving, asphalt berms, curb and gutter, sidewalk, asphalt path, split rail fence, signing and striping, landscaping, irrigation, sewer,
storm drain, bridge over Santa Gertrudis Creek, and other appurtenant improvements necessary to complete Nicolas Road. A-l
Nicolas Road and North General Kearny Road intersection signalization: Improvements include signalization of intersection, striping, traffic control and other appurtenant improvements
necessary to complete the signalization. Nicolas Road and Winchester Road intersection widening and signal modification: Improvements include modifications to existing traffic signal,
storm drain, paving, curb and gutter, median curb, bus turn-out, striping, traffic control and other appurtenant improvements necessary to complete the intersection and signal modifications
outside of the Caltrans right of way. 4. Calle Chapos Calle Chapos from BSR to Walcott Lane: Improvements include grading half right-of-way width plus twelve feet with 2:1 slopes, paving,
AC dike, storm drain and other appurtenant improvements necessary to complete Calle Chapos. 5. Environmental Mitigation Mitigation for the Long Valley Channel and Santa Gertrudis Creek
improvements: Creation of 8.2 acres of habitat within open space to include grading, access access road, electrical service, irrigation, plant and seed installation and other appurtenant
improvements necessary to complete resource agency conditioned environmental mitigation for the Long Valley Channel and Santa Gertrudis Creek improvements. 6. North Loop Road North Loop
Road from BSR to Gate House East of BSR (public section only): Improvements include grading full right-of-way with 2:1 slopes, paving, curb and gutter, median curb, sidewalk, signing
and striping, landscaping, irrigation, storm drain, North Loop Road Bridge and other appurtenant improvements necessary to complete the public segment of the North Loop Road East of
BSR. 7. South Loop Road South Loop Road from BSR to Gate House East of BSR (public section only): Improvements include grading full right-of-way with 2:1 slopes, paving, curb and gutter,
median curb, sidewalk, signing and striping, landscaping, irrigation, storm drain, and other appurtenant improvements necessary to complete the public segment of the South Loop Road
East of of BSR. A-2
8. Roripaugh Valley Road (A Street) R o r i p a u g h Valley Road from Murrieta Hot Springs Road to Butterfield Stage Road: Improvements include grading full right-of-way with 2:1 slopes,
paving, curb and gutter, median curb, sidewalk, signing and striping, landscaping, irrigation, storm drain, and other appurtenant improvements necessary to complete Roripaugh Valley
Road between Murrieta Hot Springs Road and Butterfield Stage Road. 9. Fiesta Ranch Road (B Street) Fiesta Ranch Road from Roripaugh Valley Road to Nicolas Road: Improvements include
grading full right-of-way with 2:1 slopes, paving, curb and gutter, median curb, sidewalk, signing and striping, landscaping, irrigation, storm drain, and other appurtenant improvements
necessary to complete Fiesta Ranch Road between Roripaugh Valley Road and Nicolas Road. 10. Fire Station and Fire Apparatus Improvements include the acquisition of land for and construction
of a fire station to be located at S/E corner of Butterfield Stage Road and the South Loop Road, which will consist of a building of approximately 9,100 square feet. Also, the equipping
of the fire station, including furniture and fixtures, and the acquisition of a fire truck and other fire fighting apparatus. A-3