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OB - Item 3A - Chamber Loan AgreementROSEMEAD SUCCESSOR AGENCY STAFF REPORT TO: THE HONORABLE CHAIR AND BOARD MEMBERS FROM: MATTHEW HAWKESWORTH, ASSISTANT CITY MANAGER DATE: OCTOBER 21, 2013 SUBJECT: CHAMBER LOAN AGREEMENT SUMMARY On October 8, 2012, the Oversight Board approved modifications to the loan agreement between the former Community Development Commission and the Rosemead Chamber of Commerce (Chamber). Under the modifications, the first payment, due on July 1, 2012, was amortized over the subsequent three years of the term without any penalties or interest. Per the attached letter, the Chamber is requesting that the payments due July 1, 2013 and July 1, 2014 be suspended and one lump sum payment be made on July 1, 2015 for the entire $25,000 amount. The requested modifications are permitted under the Health and Safety Code since the debt is not being forgiven and the final payment period is not being extended. Additionally, the loan will continue to be secured by the real property owned by the Chamber and used as their offices. The staff reports from the September 10, 2012 and October 8, 2012 meetings have been attached for reference. Staff Recommendation: That the Oversight Board provide direction regarding the requested loan modification. If the Oversight Board is willing to approve the modifications as requested, Resolution 2013 -0009 has been included for consideration. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process in accordance with the Brown Act. Prepared �" Matthew E. Hawkesworth Assistant City Manager Attachments: A — Chamber Letter B - Staff Report dated September 10, 2012 C — Staff Report dated October 8, 2012 D - Resolution 2012 -0010 E — Resolution 2013 -0009 ITEM NO . h g0" 5vo� 9� mwadC�6aofC sau6'G'isitorh�f�umatmCeaw CFIAMBERaf 3953 N. Muscatel Aveme. Rosemead, California 91770 COMMERCE Tel: (626) 288-081 1 Fax: (626) 288 -2514 Executive Committee August 6, 2013 Presi Mine Gray City of Rosemead Successor Agency UFCGym 8838 East Valley Blvd. Vice presidents Rosemead, CA 91770 Steve Chiang LA Web Attention: Mr. Matt Hawkesworth Robert Oehler Burnie Advisory Services Account # 0 1 -000 16 Dr. George Wm Invoice # 201308050356 United Multi -Care Date: August 5, 2013 Health Center Loan Principal Installment: $8,000 Past President James Wang Dear Sir or Madam: C H Auto Board of Directors On behalf of the Board of Directors, the Rosemead Chamber of Commerce is writing to request a Sam Carpenru deferment of payment for the captioned invoice. We recently determined that our roof requires a The Shops at Montebello complete overhaul, which would present a financial hardship to an already constrained budget. Ed Chen Athens Services Karen Chan Last year the State of California's Department of Finance, through the assistance of the City of Adata, Inc. Rosemead Successor Agency, granted a waiver to the Rosemead Chamber for the first installment of $6 Paul Chen thousand and agreed to amortize the amount over the remaining three years of the loan. Due to the Chen a Fan Terry Chang dissolution of the state's redevelopment agencies, the discontinued support of $48 thousand annually Sky Link Tv from the Community Redevelopment Agency of the City of Rosemead has hindered us financially. Each Sharon Coley dollar of the Chamber's reserves was required to continue developing programs for achieving additional Doubletme by Halton revenue to offset the shortfall. The waiver allowed us to focus on these goals and we're headed in the Lori Craven -Doss Brawn's Jewelry k Loan right direction. We thank both entities for understanding our situation and supporting our efforts to Minna de Lira Lopez stabilize our finances. DLL Business Solutions J °li Garcia While the Rosemead Chamber implements Tans to stabilize our finances, our budget remains constricted. Walman p p g Chester Gee Due to accumulated damage on the roof of our property, we're expecting to spend close to $9 thousand Progressive Travel on rebuilding the roof. We do not have an option in waiting on this complete overhaul, since the roof is Diana Herren already crumbling and water is leaking into our property. In the interest of avoiding further damage and Coldwe8 Banker Dynasty Joan Hunter completing this renovation in advance of winter and potential rain, we must move forward with fixing Altmn Travd the roof. Due to this project, our finances will be burdened. We recognize our obligations arising from Lawrence Lai the loan the Chamber received from the Community Redevelopment Agency of the City of Rosemead Palm Motel However, to have to make a paym on the loan, as captioned, would sig hinder the Tedd L. ��' p � y Singpoh Really Chamber's financial stabilization efforts. Gina Maeee T.G.J. Friday's We respectfully request that the City of Rosemead Successor Agency grant a deferment of the loan to Elizabeth Martbres one lump um due in 2015, which is currently slated as the final payment of the loan and a waiver of all Republic services P rr Y PaYm r Sueendra Mehra late payment fees. A simple amendment to the promissory note and loan document would be required. Subway We're making headway with our stabilization goals, but require a period of rebuilding to generate Camn Nunez surplus revenue for fulfilling our loan obligations. Thank you very much for your consideration of our Lincoln Training Center Joseph Su request and assisting our efforts in improving our financial condition. Goldic International Grace Tam Sincerely, Wells Fargo Joseph Wen 1 Award Auto Helen Hua CEO/Executive Director ROSEMEAD SUCCESSOR AGENCY STAFF REPORT TO: THE HONORABLE CHAIR AND BOARD MEMBERS FROM: MATTHEW HAWKESWORTH, ASSISTANT CITY MANAGER DATE: OCTOBER 8, 2012 SUBJECT: CHAMBER LOAN AGREEMENT SUMMARY The Board reviewed the Chamber's request to modify the terms of the existing loan agreement at the September 10, 2012 meeting. At that meeting the Board expressed some concerns that Section 34162 of the Health and Safety Code may prohibit the Board from taking any action on this request and asked staff to further research the Code. After a thorough review and consultation with the City Attorney's office, staff believes that section 34162 is only applicable to the former Redevelopment Agency and does not apply to the Oversight Board. Section 34162 of the Health and Safety Code falls under Part 1.8, titled "Restrictions on Redevelopment Agency Operations," which was implemented to prohibit former redevelopment agencies from taking certain actions prior to dissolution. Health and Safety Code Section 34181 provides guidance and direction in regards to the authority to the Oversight Board. Subsection "e" provides the following authorization: (e) Determine whether any contracts, agreements, or other arrangements between the dissolved redevelopment agency and any private parties should be terminated or renegotiated to reduce liabilities and increase net revenues to the taxing entities, and present proposed termination or amendment agreements to the oversight board for its approval. The board may approve any amendments to or early termination of those agreements if it finds that amendments or early termination would be in the best interests of the taxing entities. Due to the severe financial hardship of the Rosemead Chamber of Commerce resulting from the loss of $38,000 per year in annual funding from the former redevelopment agency, staff believes that the Oversight Board should be permitted to renegotiate the terms of the loan as long as the principal is not forgiven and the overall term of the loan is not extended. Additional back -up regarding the loan may be found in the original staff report dated September 10, 2012 which has been attached for your reference. ITEM NO. 3 N Rosemead Successor Agency Oversight Board October 8, 2012 Page 2 of 2 Staff Recommendation: That the Oversight Board approves Resolution 2012 -0010 approving the revised terms of the promissory note and to direct staff to submit the revised terms to the Department of Finance for consideration. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process in accordance with the Brown Act. Prepared by: n tte M E. awkesworth Assistant City Manager Attachments: A - Staff Report dated September 10, 2012 B - Resolution 2012 -0010 ROSEMEAD SUCCESSOR AGENCY STAFF REPORT TO: THE HONORABLE CHAIR AND BOARD MEMBERS FROM: MATTHEW HAWKESWORTH, ASSISTANT CITY MANAGER DATE: SEPTEMBER 10, 2012 SUBJECT: CHAMBER LOAN AGREEMENT SUMMARY The former Rosemead Community Development Commission approved a loan to the Rosemead Chamber of Commerce ( "Chamber ") on September 14, 2010 in the amount of $25,000. The promissory note (Attachment A) requires annual payments of $6,000 beginning July 1, 2012 with the loan being paid in full on July 1, 2015. The terms of the loan included 0.0% interest, a 3.0% late charge assessed on payments made after July 10 of each year, and was secured by a Negative Pledge Agreement on the Chamber owned property at 3953 Muscatel Avenue. The Successor Agency received a letter (Attachment B) dated August 16, 2012 from the Chamber requesting a renegotiation of the terms of the promissory note due to a financial hardship. Prior to the elimination of redevelopment, the Community Development Commission and the Chamber had a memorandum of understanding which provided for annual assistance in the amount of $48,000 in return for a number of economic development related programs. The loss of the $48,000 has created a significant funding shortfall for the Chamber and they have been working to restructure their operations in order to remain solvent. Renegotiating the terms of the loan by delaying the first payment by one year will provide the Chamber with additional time to stabilize their financial position. The request includes a delay of the first payment until July 1, 2013 and to increase each payment by $2,000 with the final repayment date of July 1, 2015 remaining. Staff Recommendation: That the Oversight Board approves Resolution 2012 -0010 (Attachment C) approving the revised terms of the promissory note and to direct staff to submit the revised terms to the Department of Finance for consideration. BACKGROUND Prior to the elimination of redevelopment, the Rosemead Community Development Commission had a memorandum of understanding with the Rosemead Chamber of Commerce in the amount of $48,000 annually to provide economic development related services. When redevelopment was eliminated, the City of Rosemead had to make the difficult choice to reduce the Chamber's annual funding amount to $10,000 in order to balance the City's General Fund Budget. The loss of $38,000 in annual operational funding for the Chamber has created a significant financial hardship. The City Manager, Jeff Allred, is a non - voting member of the Chamber's Board of Direcpj hg�been 3 Rosemead Successor Agency Oversight Board September 10 Page 2 of 2 involved in their effort to re- evaluate priorities and to develop a sustainable model for ongoing operations. This re- evaluation includes developing a financial plan to assist the Chamber in becoming self- sufficient without the reliance on the City to fund ongoing operations. As stated in the letter from the Chamber, they are requesting a postponement of the first payment to July 1, 2013 and a forgiveness of any late penalties incurred from the non - payment of July 1, 2012. A review of the Government Code has also been done to determine if the ability to negotiate or re- negotiate terms of a loan are within the purview of the Oversight Board. Unfortunately, the Code doesn't specifically discuss this type of situation, but does provide guidance in two sections which do imply that the Oversight Board does have the authority to renegotiate terms of an agreement. Section 34180(a) The establishment of new repayment terms for outstanding loans where the terms have not been specified prior to the date of this part. An oversight board shall not have the authority to reestablish loan agreements between the successor agency and the city, county, or city and county that formed the redevelopment agency except as provided in Chapter 9 (commencing with Section 34191.1). Section 38181(e) Determine whether any contracts, agreements, or other arrangements between the dissolved redevelopment agency and any pnvate parties should be terminated or renegotiated to reduce liabilities and increase net revenues to the taxing entities, and present proposed termination or amendment agreements to the oversight board for its approval. The board may approve any amendments to or easy termination of those agreements if it finds that amendments or early termination would be in the best interests of the taxing entities. Both of these sections discuss the Board's ability to negotiate payment terms for outstanding loans, however, neither are specific to this situation. If the Board approves the revised terms of the loan, the Resolution and revised terms would be forwarded to the Department of Finance for consideration. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process in accordance with the Brown Act. Prepared by: r Matthew E. Ha Assistant City Manager Attachments: A — Promissory Note B — Chamber Letter dated August 16, 2012 C — Resolution 2012 -0010 Attachment A �6 Rosemead Chamber of Commerce and Visitor Information Ceti ene>+�Ea 3953 N. Muscatel Avenue, Rosemead, California 91770 °r COMBn:neE Tel.: 626- 288 -0811 ;Fax: 626- 288 -2514 Board of Directors Officer Directon (Executive Committee) Jo•nee Wag, President US Auto Erix oiva, Past President Rosemead Adult School Stove Chang VP LA Web I.twf Craven -Doss VP Browm's Jmeliry & Lan Mike Grav VP UFC Gym Joan Hunter VP Travel More Inc. Robert Oekkr Pacific Affiance Bak George Win VP Health Alliance Directors They Hui Wells Fargo Bank Marine Castro-Salvatati SCE Ed Chen Athens Services Kama Chen Adata Inc. Paul Chen Chen & Far Accountancy Robert Chin PacAlr Sharon Coley Doubletree By Hilton Cheater Gee Progressive Travel Diana Herrera Coldwelt Banker Dymaaty Lawrence Lei Palm Motel Teddy La Siagpoli Reeky Elizabeth Martian Republic Services Inc. Smrendra Mehra Subway 540986 Carom Nunez Lincoln Training Center Vincent Pao Brave Travel Jmcpk S° Goldk iatermational Alan Tbian Royal Business Bak Joseph Wen Award Auto Tom W° Holiday Inn Expr as Ping Yang Yang Pig CPA City of Rmemesd Climber Liaison Jeff Allred City Manager VIA Email August 16, 2012 www.Rosemea Chamber.or City of Rosemead Successor Agency 8838 East Valley Blvd. Rosemead, CA 91770 Attention: Mr. Matt Hawksworth Invoice # 2011 -12 -023 Date: August 9, 2012 Loan Principal Installment: $6,000 Dear Sirs: Thank you for your captioned invoice. We recognize our obligations arising from the loan the Chamber received from the Community Development Agency of the City of Rosemead_ We understand all loans of this Agency, which no longer exists, is being managed for the State of California by The City of Rosemead Successor Agency. The Rosemead Chamber received the $25,000 loan to stabilize the financial condition of the Chamber, permitting the Chamber to develop programs to increase Chamber revenue. These efforts were progressing when the City of Rosemead discontinued its $48 thousand annual financial support of the Chamber. The Chamber is thankful that the City of Rosemead was able to allocate from its General Operating Budget $10 thousand on a one -time basis for the Chamber. The Chamber's financial condition was, nevertheless, seriously affected by the loss of the $48 thousand in annual funding. Each dollar of reserves of the Chamber must be used to develop programs for achieving additional revenue. To have to make payment of the Chamber's first installment of the loan, as captioned, would significantly hinder the Chamber's financial stabilization efforts. In the Board of Directors Meeting of August 15, 2012, this item was fully discussed. The undersigned was authorized to make respectfully a request that the City of Rosemead Successor Agency grant a waiver of the captioned $6 thousand first installment and amortize this amount over the remaining three years of the loan. This would increase each of the next three annual payments by $2,000. A simple amendment to the promissory note and loan document would be required. While this is under consideration, we also respectfully request that all late payment fees be waived. Thank you very much for your consideration in this regard. Yours tr PZ,7—,?Y Robert B. Oehler, VP, Rosemead Chamber Cc: James Wang, President Rosemead Chamber h ill ` 7 DEAN C. LOGAN Re011var ecorAer/ Wty Clerk COUN OF LOS ANGELES Attachment B REGISTRAR- RECORDER/COUNTY CLERK P.O. BOX 1250, NORWALK, CALIFORNIA 90651 -1250 / www.lavote. net Date: 01/19/2011 CITY OF ROSEMEAD 8838 E VALLEY BLVD ROSEMEAD CA 91770 ROSEMEAD CHAMBER OF CO MMERCE $ NO CHECK The enclosed document is being returned unrecorded for the following reasons indicated by a green ( . on the document: 1) The entire document or portion of the document is /are readable but is/are not sufficiently legible to be use for making the permanent photographic record. Please review the enclosed bulletin for suggested methods to correct the defect. 2) We have found the enclosed document(s): X (a) to be unacceptable for recording as presented, or _ (b) to have no provision in the California State Law authorizing recording. This office cannot advise you on how to prepare documents for recording. However, most stationery stores carry legal forms which may fit your situation, and if properly completed, may be recorded. We suggest you consult your legal advisor. 3) PLEASE DELETE WRODING ATTACHMENT BAND EXHIBIT 1 FROM THE FIRST PAGE. Please correct and complete the information as noted above and return a copy of this letter back with the documents. DEAN C. LOGAN Registrar- Recorder /County Clerk By: E. Ramirez 562 -462 -2125 Deputy Wit F 17. F- � Attachment B Recording Requested By And When Recorded Return To: Rosemead Community Development Commission 8838 E. Valley Boulevard Rosemead, California 91770 Attn: City Clerk Exempt Recording Per Government Code Sections 6103 and 27383 Space Above This Line For Recorder's Use EILIIIBTT 1 V to Promissory Note Between Borrower and Lender NEGATIVE PLEDGE AGREEMENT This NEGATIVE PLEDGE AGREEMENT (this "Agreement ") is dated as of Sept. 1 4 2010, and is made by the undersigned Rosemead Chamber of Commerce (the "Borrower ") in favor of Rosemead Community Development Commission (the "Lender "). RECITALS A. Pursuant to the Promissory Note dated as of Set 112010 (as it may hereafter be amended, modified, restated or supplemented from time to time, the "Note') among the Borrower, and the Lender, Lender expects to extend a certain loan to Borrower subject to the terms of the Note. B. The obligation of the Lender to make a certain loan to the Borrower is subject to the condition, among others, that the Borrower enters into this Agreement. NOW THEREFORE, the Borrower, for valuable consideration, receipt of which hereby is acknowledged, jointly and severally hereby agree as follows: . 1. Capitalized Terms. Capitalized terms not otherwise defined herein shall have the meanings given them in the Note. 2. Negative Pledge. In order to induce the Lender to extend a loan to the Borrower, the Borrower hereby agrees that so long as any amounts owing under the Note remain outstanding, the Borrower will not, nor will it permit, as the case may be, the granting of a lien in, or otherwise mortgage, encumber, pledge, grant a security interest, and/or enter into a negative pledge agreement with respect to, the real property of the Borrower, located at 3953 Muscatel Avenue, Rosemead, CA 91770 -1748, and legally described on Exhibit "A" attached LA44840- 5034-0815 v2 no w rr �r.c i. n hereto (collectively, the "Property'), or any equity or other interest in the Property, even in the ordinary course of Borrower's business. Borrower also agrees not to sell, convey, grant, lease, give, contribute, assign, or otherwise transfer any of Borrower's assets, including, without limitation, the Property. 3. Nature of Negative Pledge, Waivers. This is an absolute, unconditional and continuing Agreement and will remain in full force and effect until all of the terms and conditions of the Note have been fully satisfied. This Agreement will extend to and cover renewals, extensions, modifications and/or marketing of the Note and any number of extensions of time for payment thereof and will not be affected by any surrender, exchange, acceptance, or release by the Lender of any pledge or any security held by it for any of the Note. 4. Representations and Covenants. The Borrower represents and warrants that: (a) the Borrower is the sole owner of the Property and has not made any prior sale, pledge, encumbrance, assignment or other disposition of any of the Property and the same is free from all mortgages, deeds of trust, liens and other encumbrances; (b) the Borrower will defend, at the Borrower's expense, the Property against all claims and demands of all persons at any time claiming the same or any interest therein; (c) the Borrower has the full right, power and authority to execute, deliver and perform this Agreement and the execution, delivery and performance of this Agreement by the Borrower has been duly authorized by all necessary action on the Borrower's part; and (d) the execution, delivery and performance of this Agreement by the Borrower does not and will not violate or conflict with the terms of any law, rule, regulation, order, decree, agreement or instrument to which the Borrower is a party or by which it or the Property is bound. 5. Default. All or any of the following will constitute a Default under this Agreement: (a) the breach of any representation of the Borrower herein, (b) the failure of the Borrower to perform any covenants or agreements contained herein, and/or (c) the occurrence of a default under the Note. 6. Representations and Warranties to Survive. All representations, warranties, covenants and agreements made by the Borrower herein will survive the execution and delivery of this Agreement without limitation as to time and amount. 7. Notices. All notices, requests, demands and other communications required or permitted to be given under the terms of this Agreement by one parry to the other shall be in writing addressed to the recipient party's Notice Address set forth below and shall be deemed to have been duly given or made (a) if delivered personally (including by commercial courier or delivery service) to the party's Notice Address, then as of the date delivered (or if delivery is 2 LA #4840. 5034-0515 v2 DRAFT 7/mi n refused, on presentation), or (b) if mailed by certified mail to the parry's Notice Address, postage prepaid and return receipt requested, then at the time received at the party's Notice Address as evidenced by the return receipt, or (c) if mailed by first class mail to the party's Notice address, postage prepaid, then on the third (3rd) business day following deposit in the United States Mail. Any party may change its Notice Address by a notice given in the foregoing form and manner. The Notice Addresses of the parties are: If to the Lender: Rosemead Community Development Commission 8838 E. Valley Boulevard Rosemead, California 91770 Attn: Executive Director If to the Borrower: Rosemead Chamber of Commerce 3953 Muscatel Avenue Rosemead, California 91770 Attn: President S. Miscellaneous. 8.1 This Agreement is binding upon and inures to the benefit of the Lender and the Borrower and their,. respective successor and assign, provided, however, that the Borrower may not assign this Agreement in whole or in part without the prior written consent of the Lender (which consent the Lender is under no obligation to give), and Lender at any time may assign this Agreement in whole or in part in connection with any sale, assignment or other transfer of the Note. 8.2 This Agreement (including the documents and instruments referred to herein and therein) constitutes the entire agreement of the parties with respect to the subject matter hereof and thereof and supersedes all other prior agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof and thereof. This Agreement may be amended or modified in whole or in part at any time only by an agreement in writing executed in the same manner as this Agreement after authorization to do so by the parties hereto. 8.3 In case any one or more of the provisions contained in this Agreement should be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability in any respect, the validity, legality and enforceability of the remaining provisions contained herein will not in any way be affected or impaired thereby. 8.4 This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed will be deemed to be an original and all of which taken together will constitute one and the same agreement. Any 3 LA #4640-5034 -0615 v2 DRAFT 726/10 party so executing this Agreement by facsimile transmission shall promptly deliver a manually executed counterpart, provided that any failure to do so shall not affect the validity of the counterpart executed by facsimile transmission. 8.5 Acknowledgement by Loan Parties THE BORROWER ACKNOWLEDGES THAT IT HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL OF IT CHOOSING IN THE NEGOTIATION, EXECUTION AND DELIVERY OF THIS AGREEMENT, AND THE BORROWER ACKNOWLEDGES THAT IT HAS READ AND UNDERSTANDS THIS AGREEMENT. IN PARTICULAR, THE BORROWER UNDERSTANDS THAT THIS AGREEMENT WILL BE RECORDED IN THE REAL PROPERTY RECORDS OF THE COUNTY WHERE THE PROPERTY IS LOCATED, AND THAT THIS AGREEMENT WILL MAKE BORROWER'S TITLE TO THE PROPERTY UNMARKETABLE, SO THAT NO ONE WILL LIKELY PURCHASE OR LEASE ANY PART OF THE PROPERTY OR LOAN MONEY AND ACCEPT A MORTGAGE OR SECURITY INTEREST ON ANY PART OF THE PROPERTY. NONETHELESS, BORROWER IS VOLUNTARILY EXECUTING AND DELIVERING THIS AGREEMENT AND IS AGREEING TO BE BOUND BY ITS TERMS - 8.6 Governing Law This Agreement has been delivered and accepted at and will be deemed to have been made at Rosemead, California and will be interpreted and the rights and liabilities of the parties hereto determined in accordance with the laws of the'State of California, without regard to conflicts of law principles. 8.7 Consent to Jurisdiction. THE BORROWER HEREBY IRREVOCABLY SUBMITS TO THE NON - EXCLUSIVE JURISDICTION OF ANY UNITED STATES FEDERAL OR STATE OF CALIFORNIA COURT SITTING IN THE COUNTY OF LOS ANGELES IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO ANY LOAN DOCUMENTS, AND THE BORROWER HEREBY IRREVOCABLY AGREES THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN ANY SUCH COURT AND IRREVOCABLY WAIVES ANY OBJECTION IT MAY NOW OR HEREINAFTER HAVE AS TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN SUCH A COURT OR THAT SUCH COURT IS AN INCONVENIENT FORUM 8.8 Arbitration As a manner to resolve disputes arising under this Agreement the parties may agree to submit a matter to non - binding arbitration. Such arbitration 4 LA #4840-5034-0615 V2 DRAFT rrml n r shall not in any way waive either parties' rights and remedies against the other party which may be available under the law. Costs for arbitration shall be borne equally by the parties. 8.9 WAIVER OF JURY TRIAL TO THE FULLEST EXTENT PERMITTED BY LAW, THE BORROWER HEREBY WAIVES TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER (WHETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE) IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH ANY LOAN DOCUMENT OR THE RELATIONSHIP ESTABLISHED THEREUNDER s LA u4a40 -503.4-061 s v2 DRAFT 726/10 The Lender and the Borrower have caused this Agreement to be duly executed by their respective duly authorized officers or representatives as of the date first set forth above. I: 1 , . 1 j_ By: Title: f —weer" m vE �J� e Frz a Z By / Title. C t� , LENDER: ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION By: / 71elrll� Title: Chairman Attest: � ♦ �I Commission Secretary LA #4840 - 5034-0615 v2 DRAFT 7128110 ACKNOWLEDGMENT State of California ) ) ss County of Los Angeles ) ,1 (Name of Notary) y F ' notary public, personally appeared 1-A, s � \ caruck who proved to me on the basis of satisfactory evidence to be the persons) -whose name(s}islwe subscribed to the within instrument and acknowledged to me that he/gho4hey executed the same in his/hen4heir authorized capacity(i*, and that by his/h@OdMir signaturq(.9) on the instrument the person(e), or the entity upon behalf of which the person(@}• acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. M111 a r.I. .r• Ms - GO G 11 MOLL= Commhslon * 1792979 Notary Public - CalUorrft Los Angeles County Comma As r22012 State of California ) ) ss County of Los Angeles ) On Z i I before me, Gwfia 0641'1�4 q n (Name of Notary) notary public, personally appeared lii�l '�olJ I 0 r who proved to me on the basis of satisfactory a dence to be the persons) whose name(e) is4ve subscribed to the within instrument and acknowledged to me that he/sha#fty executed the same in his/herAheir authorized capacity(ies), and that by hisAwrfti189'r signature( on the instrument the personal, or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand �and ,Q official seal. Q,t01 lvlow�rn�l (Notary Signature) GLORIA MOLLEDA Commlglon ! 1792979 Notary Public - Colltomla Los Angeles County Comm ses AP2.2DI2 LA 04840- 5034 -0615 V2 nwevT7nann EXHIBIT A LEGAL DESCRIPTION [To Be Attached] LA #4840- 5034-0615 ✓1 non 1 11.1. 1 Legal Description of Property Situated at 3953 Muscatel Ave., City of Rosemead California The North 57.65 feet of the South 211.00 feet of the East 210.39 feet of Lot 1 of Tract No. 3360, in the City of Rosemead, County of Los Angeles, State of California, as per map recorded in Book 37, Page 1 of Maps, in the Office of the County Recorder of said County. APN 5390- 010 -035 by LJ.L. 10/05/10 d W N F y 8 4��0 ., W O 61 H (0 � 3 1 w J (� �f w � 1 ^ U V: a w Q W / ✓{ Z Q O w w0 y W y J Q � 1 I I ��v�srvv s Z 8 e -anv v p F web os H [t tyres s, H� tout 0 o ql AJ I I 8 d II I I r ®N m w I k Q 1 O I QO I® hOa M � a• MDY� MI 1L - -` a • C V�v t • /r ! 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( . l. . . r . � � �fa� wW �,v l ►fi �i YO'�drr r/ � �� .. 1 �� ' —• `LI •• �y, �. ✓/. 0.!<e}d �L. _ ;v_i' �oi+oRV -BauJa i+ars/b r '1 A dO (. ,. �. . '..r•J :• ` _ � O!✓il <I � .t•' ..' a �> � :4�.rr,:.rc7:•..t:yia . � � :�.;R�t'` 'st el t ' . " '7: C � ... � _ .. '. +• � • ... � . of JhN 5 l9]B R p SHEET N9 1 lst TRACT N9.10195 1 N THE COUNTY OF LOS ANGELES Me hereby cCrtify that we err /he ow z o;'orarc IiVh -' weed /;Z din 4e%, J:i /) /m s/i6iM. a7 the i &0, - are ! W C. Mason, hereby certify that! um civi /er�ixrr and ffia stin is mvp cons/g ol.f sheets ed /M e nnored rerp, end m we lh h5e o whore ronsent is necessary lam a clear title lb soid /enq Md represehts a survey made under.mq superrision in Novemde, 7927, end that CAI of h5e monuments shown l)5ercon we consent / a the/xA /ny ofseid map a�ndsubdivlikW as rho wn within the colorrd holder &,7e, and Nti /xrcdv cf� ... - / cat etathepublieuietbratrretsamnueboulevardand actua //y exist , and Meir poailjons.ere correct /y shown. - - ------ 1j_!�:��M,-A� / — a eyvas -rhown once /dmapWA13/ :ralo ........ .. Ra oho- O.vner - Jtate o/ celifornia CoanlyWLosAnge /es }s °' ' on th7set'day rP` ' • .: / the - . ;;Oseme - - -- �rc ✓. . ear %92 hefore me y f .. /!/emend Jt � c m . for soid County and ate d /y, ommiss/oned . ....' der a h[ C fimc t� �son whPa+e name is:r d ° . s xr W id / d Jo . "the w /rh iinsf ument end ao4now/togeo'/ome That he executed the same, - ' p • IR W /TNC°J WNCREOF lhare hereanhp Set my hand and affixed my official sea/ the day and year iathis certificate fii•9t ?hove wr //ten. California Tru Co. - Owner - - -- - fooec .. 'Jta +e fCb /Morn' - o /a County of Zw Ange %s ss .. on ih/szr-AkPy CvWd e. /n /he Veer Nu tin ton Lendendlm orrmentCa- .'�...'.'., /927 beforeme&a !. wi(oy a notary puD / /c'7n !� . ¢ Pr and ror said County and State, du/u Omm /rsiancd and sworn Per /Z a pcoredF�rdr�, K� [,Wlds L-C " - --=_- �� L:___Pfes. Anown/o me fobetoresioentaF? - known to me fo be th ,, ecre /ary of the Ca /imia . ' .. _ Tr . 0 %,. M- corporetron //A&/'. executed the w /7h /n - insfruixnf, Rnow - /o me fa he Ar persons whose names are Jubscribedttrreta and eafnowled ed tome thatsych cox ore /ron executed the some. ' In 1VV&ss WYreof l have hareunfo sel my ' hand endarfized my of _;7707 sea! /he a' el and T' buar T of Co- sloe year m his cer//ficete Errs /.ahoyevv/•7ffen. ' - Stele of Ca// Torn /e _ CiNrelis.TrustBSawngrBank- Trustee CouhlyofLaj,4Ve✓es� �p Mi s s' Zo�la ol'&c /n the y year before meP�/ptfxk a notary publle n Prcs. and for said COUnly and Slate, resrdmG theroin !• , du /y commiasibn d and ✓worn, persdne //y - -. t- - - - -r — JeC• appeared A.4. N6f er ,fnown tv /ne&6e P prey -• - - ----�-r //fi�ee andEL. W"6 known to rile to be thl",fec'q of thelb b.6aL,JcAv..i6, the corparetion That ex- 'cu d thhe wlfh7n /nstrument, known to me to be - the persons whose names ere suhscribed their- _ - to and ectnow /edyedfome Mal duch mrooret7on executed the same. !n W/tnees lY/cm f (have hereunto selmy hand and affixCd mrl off ciq/ seal the de and year in this cerllf�sfe fMil e60ve wrileen- I� . " LU NY L TRACT N° 10195 /N THE COUNTY OF LOS ANGELES Jtefc of Ce/iloinia Coanfy otLett Anye %s� °J On /his�� ley of be-.in hefore me n W ✓++r a no/ary puAl/i . a/d Counfy and Jlate, hs /din y thcrci� a Jioned end sworn, persona //y appeared. A9~4 10 me /a be /he,_�gresiden /, . ardor l meMbe xe c s o/ w1l h :...d R• corpora /ion that execufed je " m e s ar rose to /obe fhe persons yhose namee th crc a end ac fnow/eo fco /o me -a t (......n arm . 6 Qom.. -...[. .` P...K.c. w 1 c RECORDED JW 5 f4t/ 2 PM iza �8 Y" 2.u*.L.?1d io /gS /9r8 r. 5HEET N 3 TRACT -N° 10195 IN THE COU7V7Y OF LOS ANGELES BEING. A ,SUBDIVISION Or A PORTION OF LOT 2 BLOCK 5 ROJENZAD SHEET -2, RECORDED IN BOOK Z/, PAGES /!4 6//5 6SFMAP-5, RECORDS OF LOS ANG2f4E l COUN77' _ . -�- s- PDMONA =-¢� - :... BQULEYARQ.y _ _ _ 'JL _ i0. J kk r.e W . i ?MrFt JAMS 1920 ill :' �•. .�( S J h. s ALLer. Y; a I: sr o I� ti 4 e o . J ZrZ tea' vice to .f Jo L d�xd' ce . .s< . - - - . MCd /l,Atllf -IM .. . is. r ad dee�r7/Y of h7r Msfarfy'�ne of.BurMh Are .. ro zeare� . aJ sharv� dig of TiaCt 57, urges to M JD of MJys,. NO LIZO, recaidee'in AV* Aiwa wed as the besiJ &r beerings.3Aown on /his, dieq. - . M90 PAGE 36 I Of 2 4HY� 7,M4 F I E O MACAT NO 33036 :511Y a,, 1 77 IN THE CITY Or 00-TEMEACY. COUNTY OE 1.05 AM4361-65, SPATE OF CALIFORNIA Ij eJlfm BEING A SUBDIVISION OF LOTS 3 S, 4. TRACT NM 3360 AS SHOWN ON MAP FILED IN BOOK 37 FAGE I OF MAPS IN THE OFFICE OF THE RECORDER OF THE COUNTY OF LOS ANGELES . moompmo l ee ®x ®y emxam roar auLxc ffii AIz gpQ>a. urrwrvr or m . 60'r 00 wmmmEr T. YS En01DLOl 4r V1 Ly01 q 3634 Qas PM Ali I- 2L' 15• V. I- �2496 AS m 0 bxw� w .. v - yi�y�a�� .eaeL 9®LCCO Em rm I I 44 An PMMI�11� � :6 Af� wmmmEr T. YS En01DLOl 4r V1 Ly01 q 3634 Qas PM Ali I- 2L' 15• V. I- �2496 AS m 0 bxw� w .. v - yi�y�a�� .eaeL 9®LCCO Em rm I I 44 An PMMI�11� � :6 mwM PAg37 t (\ / / ' � f \j� sIM[r v u 4 succTc - M ACY N fr 3 ppEp WRNL➢S AN ` IN THE CITY OF DOSEMEAD COUNTY -OF LOG AAMLES 6TA7E CK CAL�FO4NIA COUNTY - _ BEING A SUSOMSION OF LOTS 3 B A, TRACT NIL. 5380 AS SNOBM ON M LS'N i MAP FLED N BOON ST PAGE 1 OF MAPS MI THE OFFICE OF THE RECORDER . - OF THE COUNTY OF LOS ANGELES \ , '1 .IWl. /KLMMI' Af!'Ml R.✓J..Y CW'A�Ytlf M �r � a wr (iNI QuM 06/# Q Yd1LY dgGCF/2.P.9 ur.cr rtxov r{si77—� � flax p..I.MfOIt II�CI.N rV Kf /L Mf {A6� �� Yl.{qypby/��y�ry{fMR AN " I ' lCl6.4i -A � ri�� .OL /M Jl.t.VR.P% r G[FI KY'w )Q �rrw 1 nurw t R RI 6y t e r. sl� Y �f.f!F'.GK b � afi..�I�rRtt le -VXW7 wzl _ �_ l.Swgi7Fbm • �_ _ ' Y rro� =a r .AYAV ' 2c ?.s M •Y � - �C , 1 ' J M= WDT,90PAGE 36 w l CP t fumrl z ° (C T NO 33®30 "'�4 .. IN THE CITY OF OOSEMEAO. COUNTY. 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Ae3•H�I f� PM n _ �__�_ tlF�at• m1Af! m � 1 MFIFer t8rIF1 MT A a !• MNaNMYllr6 C.. ./� ARtla13L CTTxF aaNOO ' • '+ NIa Nx1aD N Ypa1T IOt S (q!' r1R CIHt TIIDMI Ybyt I a1 rvm wlra.o- 4•• ' w't•" ' � WE 33P 4 1 • � Y•Np r r • su A YA .S .. —fe:i • Nrvaae W T aslrer :J �I T 1 a Attachment C RESOLUTION: 2012 -0010 A RESOLUTION OF THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION APPROVING REVISED TERMS FOR THE PROMISSORY NOTE WITH THE ROSEMEAD CHAMBER OF COMMERCE DATED SEPTEMBER 14, 2010 WHEREAS, The former Rosemead Community Development Commission approved a Promissory Note with the Rosemead Chamber of Commerce on September 14, 2010; and WHEREAS, on October 6, 2010 the former Rosemead Community Development Commission funded the Promissory Note in the amount of twenty -five thousand dollars ($25,000); and WHEREAS, according to the terms of the Promissory Note, the first payment in the amount of six thousand dollars ($6,000) was due on July 1, 2012; and WHEREAS, on August 16, 2012 the Rosemead Chamber of Commerce sent a letter to the Rosemead Successor Agency requesting a renegotiations of the terms of the Promissory Note; and WHEREAS, the proposed revised terms would not forgive any of the principal due and the Promissory Note would be paid in full by the original maturity date of July 1, 2015. NOW THEREFORE, THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION HEREBY RESOLVES: The Promissory Note is amended to reflect a payment term beginning July 1, 2013 in the amount of eight thousand dollars ($8,000), a second payment due on July 1, 2014 in the amount of eight thousand dollars ($8,000) and a final payment due on July 1, 2015 in the amount of nine thousand dollars ($9,000). 2. That any late fees owed from the delay in payment from July 1, 2012 until the date of the renegotiated terms be waived. 3. That the Successor Agency staff transmits the Oversight Board's approval to the Department of Finance for consideration and approval. PASSED, APPROVED AND ADOPTED this 10th day of September 2012. Chairperson ATTEST: Matthew E. Hawkesworth Successor Agency Staff Assistant City Manager HEREBY CERTIFY that the above and foregoing resolution was duly passed and adopted by the Oversight Board for the Successor Agency to the Rosemead Community Development Commission at its special meeting held on the 10 day of September 2013, by the following vote, to wit: AYES: NOES: ABSENT: ABSTAINED: Matthew E. Hawkesworth Successor Agency Staff Assistant City Manager RESOLUTION: 2013 -0009 A RESOLUTION OF THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION APPROVING REVISED TERMS FOR THE PROMISSORY NOTE WITH THE ROSEMEAD CHAMBER OF COMMERCE DATED SEPTEMBER 14, 2010 WHEREAS, The former Rosemead Community Development Commission approved a Promissory Note with the Rosemead Chamber of Commerce on September 14, 2010; and WHEREAS, on October 6, 2010 the former Rosemead Community Development Commission funded the Promissory Note in the amount of twenty -five thousand dollars ($25,000); and WHEREAS, according to the terms of the Promissory Note, the first payment in the amount of six thousand dollars ($6,000) was due on July 1, 2012; and WHEREAS, on October 8, 2012 the Oversight Board approved an amendment to the Promissory Note establishing new payment terms beginning July 1, 2013; and WHEREAS, on August 6, 2013 the Rosemead Chamber of Commerce sent a letter to the Rosemead Successor Agency requesting a second amendment to the terms of the Promissory Note; and WHEREAS, the proposed revised terms would not forgive any of the principal due and the Promissory Note would be paid in full by the original maturity date of July 1, 2015. NOW THEREFORE, THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO ROSEMEAD COMMUNITY DEVELOPMENT COMMISSION HEREBY RESOLVES: 1. The Promissory Note is amended to reflect the elimination of the payments to be made on July 1, 2013 and July 1, 2014 and the amendment of the final payment due July 1, 2015 in the amount of twenty -five thousand dollars ($25,000). 2. That any late fees owed from the delay in payment from July 1, 2013 until the date of the renegotiated terms be waived. 3. That the Successor Agency staff transmits the Oversight Board's approval to the Department of Finance for consideration and approval. PASSED, APPROVED AND ADOPTED this 21 day of August 2013. I Wallach Chair ATTEST: Matthew E. Hawkesworth Successor Agency Staff Assistant City Manager