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HomeMy WebLinkAbout024-2015RESOLUTION NO. 24-2015 APPROVING ASSOCIATE MEMBERSHIP BY THE TOWN IN THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY; AUTHORIZING AND DIRECTING THE EXECUTION OF AN ASSOCIATE MEMBERSHIP AGREEMENT RELATING TO ASSOCIATE MEMBERSHIP OF THE TOWN IN THE AUTHORITY, AUTHORIZING THE TOWN TO JOIN THE FIGTREE PACE PROGRAM; AUTHORIZING THE CALIFORNIA ENTERPRISE DEVELOPMENT AUTHORITY TO CONDUCT CONTRACTUAL ASSESSMENT PROCEEDINGS AND LEVY CONTRACTUAL ASSESSMENTS WITHIN THE TERRITORY OF THE TOWN OF DANVILLE; AND AUTHORIZING RELATED ACTIONS WHEREAS, the Town of Danville, California (the "Town"), a municipal corporation, duly organized and existing under the Constitution and the laws of the State of California; and WHEREAS, the Town, upon authorization of the Town Council, may pursuant to Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California, commencing with Section 6500 (the "JPA Law") enter into a joint exercise of powers agreement with one or more other public agencies pursuant to which such contracting parties may jointly exercise any power common to them; and WHEREAS, the Town and other public agencies wish to jointly participate in economic development financing programs for the benefit of businesses and nonprofit entities within their jurisdictions offered by membership in the California Enterprise Development Authority (the "Authority") pursuant to an associate membership agreement and Joint Exercise of Powers Agreement Relating to the California Enterprise Development Authority (the "Agreement"); and WHEREAS, under the JPA Law and the Agreement, the Authority is a public entity separate and apart from the parties to the Agreement and the debts, liabilities and obligations of the Authority will not be the debts, liabilities or obligations of the Town or the other members of the Authority; and WHEREAS, the form of Associate Membership Agreement (the "Associate Membership Agreement") between the Town and the Authority is attached; and WHEREAS, the Town is willing to become an Associate Member of the Authority subject to the provisions of the Associate Membership Agreement; and WHEREAS, the California Enterprise Development Authority ("CEDA") is a joint exercise of powers authority, comprised of cities and counties in the State of California, including the Town of Danville (the " Town"); and WHEREAS, CEDA has adopted the Figtree Property Assessed Clean Energy (PACE) and Job Creation Program (the "Program" or "Figtree PACE"), to allow the financing of certain renewable energy, energy efficiency and water efficiency improvements (the "Improvements") through the levy of contractual assessments pursuant to Chapter 29 of Division 7 of the Streets & Highways Code ("Chapter 29"), and the issuance of improvement bonds or other evidences of indebtedness (the "Bonds") under the Improvement Bond Act of 1915 (Streets and Highways Code Sections 8500 et seq.) (the "1915 Act") upon the security of the unpaid contractual assessments; and WHEREAS, Chapter 29 provides that assessments may be levied under its provisions only with the free and willing consent of the owner of each lot or parcel on which an assessment is levied at the time the assessment is levied; and WHEREAS, the Town desires to allow the owners of property ("Participating Parcel") within its jurisdiction ("Participating Property Owners") to participate in Figtree PACE, and to allow CEDA to conduct assessment proceedings under Chapter 29 and to issue Bonds under the 1915 Act to finance the Improvements; and WHEREAS, CEDA will conduct assessment proceedings under Chapter 29 to establish an assessment district (the "District") and issue Bonds under the 1915 Act to finance Improvements; and WHEREAS, there has been presented to this meeting a proposed form of Resolution of Intention to be adopted by CEDA in connection with such assessment proceedings (the "ROI"), a copy of which is attached hereto as Exhibit A; and WHEREAS, said ROI sets forth the territory within which assessments may be levied for Figtree PACE which territory shall be coterminous with the Town's official boundaries of record at the time of adoption of the ROI (the "Boundaries"); and WHEREAS, pursuant to Chapter 29, the Town authorizes CEDA to conduct assessment proceedings, levy assessments, pursue remedies in the event of delinquencies, and issue bonds or other forms of indebtedness to finance the Improvements in connection with Figtree PACE; and WHEREAS, to protect the Town in connection with operation of the Figtree PACE program, Figtree Energy Financing, the program administrator, has agreed to defend and indemnify the Town; and WHEREAS, the Town will not be responsible for the conduct of any assessment PAGE 2 OF RESOLUTION NO. 24-2015 proceedings, the levy of assessments, any required remedial action in the case of delinquencies, the issuance, sale or administration of the bonds or other indebtedness issued in connection with Figtree PACE; now, therefore, be it RESOLVED, by the Town Council of the Town of Danville hereby finds, determines and declares as follows: Section 1. The Town Council hereby specifically finds and declares that the actions authorized hereby constitute public affairs of the Town. The Town Council further finds that the statements, findings and determinations of the Town set forth in the preambles above are true and correct. Section 2. The Associate Membership Agreement is shown in Exhibit C. The Mayor of the Town, the Town Manager, the City Clerk and other officials of the Town are each hereby authorized and directed, for and on behalf of the Town, to execute and deliver the Associate Membership Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 3. The officers and officials of the Town are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate, carry out, give effect to and comply with the terms and intent of this Resolution and the Associate Membership Agreement. All such actions heretofore taken by such officers and officials are hereby confirmed, ratified and approved. Section 4. Good Standing. The Town is either a municipal corporation or other public body and a member of CEDA in good standing. Section 5. Public Benefits. On the date hereof, the Town Council hereby finds and determines that the Program and issuance of Bonds by CEDA in connection with Figtree PACE will provide significant public benefits, including without limitation, savings in effective interest rates, bond preparation, bond underwriting and bond issuance costs and reductions in effective user charges levied by water and electricity providers within the boundaries of the Town. Section 6. Appointment of CEDA. The Town hereby appoints CERA as its representative to (i) record the assessment against the Participating Parcels, (ii) administer the District in accordance with the Improvement Act of 1915 (Chapter 29 Part 1 of Division 10 of the California Streets and Highways Code (commencing with Section 8500 et seq.) (the "Law"), (iii) prepare program guidelines for the operations of the Program and (iv) PAGE 3 OF RESOLUTION NO. 24-2015 proceed with any claims, proceedings or legal actions as shall be necessary to collect past due assessments on the properties within the District in accordance with the Law and Section 6509.6 of the California Government Code. The Town is not and will not be deemed to be an agent of Figtree or CEDA as a result of this Resolution. Section 7. Assessment Proceedings. In connection with Figtree PACE, the Town hereby consents to the special assessment proceedings by CEDA pursuant to Chapter 29 on any property within the Boundaries and the issuance of Bonds under the 1915 Act, provided that: (1) Such proceedings are conducted pursuant to one or more Resolutions of Intention in substantially the form of the ROI; (2) The Participating Property Owners, who shall be the legal owners of such property, voluntarily execute a contract pursuant to Chapter 29 and comply with other applicable provisions of California law in order to accomplish the valid levy of assessments; and (3) The Town will not be responsible for the conduct of any assessment proceedings, the levy of assessments, any required remedial action in the case of delinquencies in such assessment payments, or the issuance, sale or administration of the Bonds in connection with Figtree PACE. Section 8. Program Report. The Danville Town Council hereby acknowledges that pursuant to the requirements of Chapter 29, CEDA has prepared and will update from time to time the "Program Report" for Figtree PACE (the "Program Report") and associated documents, and CEDA will undertake assessment proceedings and the financing of Improvements as set forth in the Program Report. Section 9. Foreclosure. The Danville Town Council hereby acknowledges that the Law permits foreclosure in the event that there is a default in the payment of assessments due on a property. The Town Council hereby designates CEDA as its representative to proceed with collection and foreclosure of the liens on the defaulting properties within the District, including accelerated foreclosure pursuant to the Program Report. Section 10. Indemnification. The Danville Town Council acknowledges that Figtree has provided the Town with an indemnification agreement, as shown in Exhibit B, for negligence or malfeasance of any type as a result of the acts or omissions of Figtree, its officers, employees, subcontractors and agents. The Town Council hereby authorizes the appropriate officials and staff of the Town to execute and deliver the Indemnification Agreement to Figtree. Section 11. City Contact Designation. The appropriate officials and staff of the PAGE 4 OF RESOLUTION NO. 24-2015 Town are hereby authorized and directed to make applications for Figtree PACE available to all property owners who wish to finance Improvements. The following staff persons, together with any other staff designated by the Town Manager from time to time, are hereby designated as the contact persons for CEDA in connection with Figtree PACE: Assistant to the Town Manager, City Attorney, Development Services Director. Section 12. CEQA. The Danville Town Council hereby finds that adoption of this Resolution is not a "project" under the California Environmental Quality Act ("CEQA"), because the Resolution does not involve any commitment to a specific project which may result in a potentially significant physical impact on the environment, as contemplated by Title 14, California Code of Regulations, Section 15378(b )( 4)). Section 13. Effective Date. This Resolution shall take effect immediately upon its adoption. The City Clerk is hereby authorized and directed to transmit a certified copy of this resolution to Figtree Energy Financing. Section 14. Costs. Services related to the formation and administration of the assessment district will be provided by CEDA at no cost to the Town. APPROVED by the Danville Town Council at a regular meeting on March 17, 2015 by the following vote: AYES: Doyle, Stepper, Arnerich, Morgan, Storer NOES: None ABSTAINED: None ABSENT: None APPROVED AS TO FORM: ITY AT ORNEY Al MAYORq PAGE 5 OF RESOLUTION NO. 24-2015