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AGENDA REPORT CITY OF MOORPARK, CALIFORNIA
CITY OF MOORPARK City Cauncd Meeting
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ACTION: A e roved Sf-Q F1P
TO: The Honorable City Council re Conn ryqe nd a ¢ion
FROM: Steven Kueny, City Manager �
BY:
DATE: September 18, 1998 (CC Meeting of /98)
SUBJECT: For Community Facilities District 97 -1
Consider Approval of Assignment of Rights under the
Acquisition Agreement and Approval of Consent and
Agreement Between City and East -West Bank
BACKGROUND:
The City Council approved Community Facilities District 97 -1
(CFD)in July 1997. It authorized funding of public improvements
for the Carlsberg Specific Plan Business Park. The Acquisition
Agreement addresses the funding and construction of the
facilities and method of City acquisition as public improvements.
DISCUSSION:
Simi Conejo Construction Inc. (SCCI) in conjunction with Simi -
Moorpark Freeway Properties (SMFP) desires to use the assigned
rights under the Acquisition Agreement as security for a loan
from East -West Bank. In essence, the payments made by the
trustee under the CFD authorized by the City would be made to the
Bank not SCCI. The enclosed Consent and Agreement accomplishes
this. Staff recommends approval of the assignment of rights to
East -West Bank and approval of the Consent and Agreement subject
to final language approval by the City Manager and City Attorney.
STAFF RECOMMENDATION:
Approve Assignment of Rights and Consent and Agreement Subject to
Final Language Approval of City Manager and City Attorney and
Authorize City Manager to Execute the Documents.
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09/11/98 FRI 11:13 FAX 213 236 2700
CONSENT AND AGREEMENT
(City of Moorpark)
The undersigned, City of Moorpark (the "City "), acknowledges that Simi - Conejo
Construction, Inc. ( "SCCI ") has assigned its rights in the Acquisition Agreement dated as of July
1, 1997 between SCCI and the City (the "Acquisition Agreement ") to East -West Bank (the
"Bank ") as security for a loan which the Bank is making to Simi - Moorpark Freeway Properties,
Ltd. ( "SMFP "), and agrees with the Bank as follows:
(a) The City consents to such assignment;
(b) The City will make all payments to be made by it under or in connection
with the Acquisition Agreement directly to the Bank at its office at 475 Huntington Drive, San
Marino, California 91108, Attention: Deborah Beveridge, or otherwise in accordance with the
instructions of the Bank;
(c) Except as provided in (d) below, the City will not, without the prior
written consent of the Bank, amend, otherwise modify, terminate or consent to the termination of
the Acquisition Agreement;
(d) After receipt by SCCI of a notice of default under the Acquisition
Agreement and the expiration of any applicable period of cure given to SCCI under the
Acquisition Agreement, the City shall deliver an additional notice (the "Bank's Notice ") to the
Bank specifying the default and stating that SCCI's period of cure has expired. The Bank shall
thereupon have the additional periods of time to cure any uncured default, as set forth below. The
City shall not terminate the Acquisition Agreement or exercise its other remedies under the
Acquisition Agreement if:
(i) in the case of a default which can be cured by the payment or
expenditure of money, the Bank cures the default within ten days after the Bank's receipt of the
Bank's Notice; or
(ii) in the case of a default which cannot be cured by the payment or
expenditure of money, the Bank cures the default within 60 days after the Bank's receipt of the
Bank's Notice; provided, that, in the sole discretion of the City, such 60 -day period may be
extended from time to time, so long as the Bank is proceeding with diligence to cure the default;
(iii) where the default cannot be cured by payment or expenditure of
money or without possession of the real property on which SCCI is constructing the "Facilities"
(as defined in the Acquisition Agreement) (the "Property"), the Bank initiates foreclosure or
other appropriate proceedings within 60 days after receipt of the Bank's Notice. The Bank shall
then have 60 days following the date on which the Bank or its nominee is able to occupy the
Property to clue such default; provided, that, in the sole discretion of the City, such 60 -day
period may be extended from time to time, so long as the Bank is proceeding with diligence to
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cure the default. The City agrees to accept performance by the Bank of all cures as though
performed by SCCI. The Bank shall not be required to cure any default which is not susceptible
of cure by it.
This Consent and Agreement shall be binding upon the City's successors and
assigns and shall be for the benefit of the Bank and its successors, transferees and assigns.
Date: September 1998
CITY OF MOORPARK
By:
EAST -WEST BANK, a California banking
corporation
By:
Deborah Beveridge, Vice President
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SEP 11 '98 11 :30 213 236 2700 PAGE.03
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