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HomeMy WebLinkAboutHUNTINGTON BEACH PUBLIC FACILITIES CORPORATION - 1977-02-22THIS AGREEMENT!' is entered ;into this V 1.4day of XA_ , 1977, by and between the HUNTINGTON BEACH PUBLIC FACILITIES CORPORATION, hereinafter referred to as the "Corporation", and the CIT'. OF HUNTINGTON BEACH, a municipal corporation duly organized and existing by virtue of a charter adf)pted puyzuant to the Constitution of the State of California in the State of California, hereinafter referre(: to as the "'City." W I T N E S S E T H: NHEREAS, the City and the Corporation have hereto- fore entered into leases and subleases dated January 15, 1972, and September 1, 1972, for the purpose of constructing and financing of a City Hall, Police Building, and LibrarJ Building and related facilities; and ITHERFAS, under the terms of such lease and sublease, the corporation has caused to be issued its bonds for the purpose of financing such facilities; and IMEREAS, the Corporation has executed indentures and deeds of trust dated January 15, 19T2, and September 1, 1972, with the Bank of America National Trust and Savings Association as Trustee with regard to both indenture:,,; and WHEREAS, by the terms of the leases and the ii,den- tures, Corporation is required to secure various policies of insurance, to wit, such policies of insurance being required by identical Section 6 in the Teases -eferred to and Covenant No. 10 -'s. both indentures of mortgage and deeds of trust; and JG:er 2/8/77 i WHEREAS, the cost of said insurance is required to be borne by City; and WHEREAS, City desires to have the insurance required by the leases and indentures and deeds of trust procured by City; NOW, THEREFORE, the parties agree as follows: 1. Subject to insurance policies being obtainable on the open market from reputable insurance companies, and subject to deductible limits in insurance policies where the amount of the deductible, in the opinion, of tiie City, is deemed reasonable, the City agrees to purchase and continuously maintain at all times all necessary policies of insurance from reputable insurance companies required pursuant to the following: a. Huntington Beach Public Facilities Corporation and City of Huntington Beach Civic Center Lease and Sublease, dated as of January 15, 1972; b. Huntington Beach Public Facilities Corporation and City of Huntington Beach Library Lease and Sublease, dated as of ,September 1, 1972; C. Indenture of Mortgage and Deed of Trust by and between Hu6,Ington Beach Public. Facilities Corporation and Bank of America National Trust and Savings Association, dated as of Ja aary 1.5, 1972; and d. Indenture of Mortgage and Deed of Trust by and between Huntington Beach Public Facilities Corporation and Bank of America National Trust and Savings Association, dated as of September 1, 1972. 2, 2. City agrees that it will carry loss payable endorsements in favor of the Bank of America National Trust and Savings Association as Trustee when required, and it further shall comply with all terms of the indentures and deeds of trust referred to in Section 1(c) and (d) of this Agreement with regard to notice and depositing rTith Trustee of the appropriate policies and evidence of payment of premiums. 3. City further agrees to indemnify and hold harmless Corporation, members of the Board of Directors of Corporation, and the Bank of America National Trust and Savings Association as Trustee for any loss or damage, including attorney's fees, by rea-son of the failure of City to purchase and maintain all insurance required by those instruments re- ferred to in Section 1 of this Agreement and for the amounts of the deductibles stated in Section 1 of this Agreement. 4. Corporation agrees that it will not indepen- dently, without consent of City, negotiate directly for the insurance required pursuant to those documents referred to in Section 1 of this Agreement„ IN WITNESS WHEREOF, the Corporation has caused this Agreement to be executed by its duly authorized officers and the City has caused this Agreement to be exe. ted by the Mayor of said City and attested by the City Clerk thereof, as of the day and year first above written. (Seal) HUNTINGTON BEACH PUBLIC FACILITIES CORPORATION Byf, y ecru y -- M s m CITY OF HUNTINGTON BEACH ATTEST: Alicia M. Wentworth _ By e( City Cleric Mayor Deputy City Clerk REVIEWED AND APPROVED: APPROVED AS TO FOPM: City Administrator City Attorney INITIATED AND APPROVED AS TO CONTENT: - L,�e �P—( 4, Pu8tr" 4� C7 INCORPORATED � NOVEMs E.R 27.1 L70 �CAt IF OR��i' February 15, 1977 Huntington Beach Public Facilities Corporation 17371 Gothard Street Huntington Beach, California 92647 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL ATTENTION: FT,OYD G. BELSITO Transmitted herewith is an Agreement between the City of Hunt- ington Beach and the Huntington Beach Public Facilities Corporation, accompanied by a Resolution of your Honorable Body authorizing execu- tion of the Agreement. The Agreement provides for idemnification of the HBPFC and the Trustee for the bond monies of the Civic Center and Central Library in the event the City provides insurance coverage of the facilities which may be Less than that required by the Covenants of the Lease/Sublease and Indenture for each project. It is recommended that your Honorable Body adopt the Resolution and execute the Agreement. The basic need for this N.greement lies in the fact that the bond documents require specific coverajes of insurance and any amount less than that could effect a liability on the Corporation or the Trustee. As cost;: of insurance are increasing and recent policy changes in the area of Risk Management can save the City substantial sums by arrang- ing for high deductible policies, this Agreement will allow the city to pursue economical coverage and indemnify the HBPFC and the Trustee. Very truly yours, Donald W. Kiser, Assistant Secretary - HBPFC DWK:ajo Encl.2 cc: PFC Directors ;1 t3 RESOLUTION NO. 4417 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNT1""TON BEACH AUTHORIZING THE EXECUTION OF AN AGRE:`MrVT INDEMNIFYING THE PUBLIC FACILITIES CORPORHTION FOR ANY LIABILITIES WHICH MAY BE INCURRED BY THE POSSIBILITY OF CITY'S INADEQUATELY INSURING THE CIVIC CENTER AND NEW LIBRARY WHEREAS, the City Council of the City of Huntington Beach has entered into Lease/Sublease Agreements wit), ne Public Facilities Corporation dated January 15, 1972 the civic center and September 1, 1972 fer the new librar.; and Section 5 of both documents provides that the City shall pay insurance premiums as part of the rent, NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Huntington Beach that it hereby authorizes and directs the Mayor and City Clerk to execute the attached agreement which holds the Public Facilities Corporation harmless by reason of the failure of the City to purchase and maintain all insurance required by said Lease/Sublease Agreements. PASSED AND ADOPTED by the City Council of the City of Huntington Beach at a regular meeting thereof held on the 22nd day of February, 1977• ATTEST: Alicia M. Wentworth City Clerk _ Mayor Deputy City Clerk REVIEWED AND APPROVED AS INITIATING DEPARTMENT: ity Administrator JG:cs APPROVED AS TO FORM: cam: it r�rT J . No. 4417 STATE OF CALIFORNIA ) COUNTY OF ORANGE CITY OF HUNTING'TON BEACH ) s. I, ALICIA M. WENTWORTH, the dull elected, qualified City Clerk of the City of Huntington Beach, and ex-officio Clerk of the City Council of said City, do hereby certify that the whole number of members of the City Council of the City of Huntington Beach is seven; that the foregoing resolution was passed and adopted by the affirmative vote Gf more than a majority of all the members of said City Council at a regular meeting thereof held on the 22nd day of February_, 19 77 , by the following vote: AYES: Councilmen: Bartlett, Pattinson, Coen, Gibbs, Siebert, Wieder NOES: Councilmen: None ABSENT: Councilmen: Shenkman Alicia M. Wentworth City Clerk and ex-officio Clerk of the City Council of the City of Huntington Beach, California By Deputy* City Clerk -.%- - -�� 0 0 Huntington Desch Ifs Ue Faeflafles Corporan"®. f,7 IMCDRPUt1ATED m 17371 Gothard Street MONEMGEA:1.1970 yr Huntington Beach, California 92647 d 4 , �ItRESOLUTION NO.77-15 'A11F' 09'3" A RESOLUTION OF THE BOARD OF DIRECTORS APPROVING EXECUTION OF AN AGREEMENT FOR INDEMNIFICATION BETWEEN THE CITY OF HUNTINGTON 3EACH AND THE HUNTINGTON BEACH PUBLIC FACILITIES CORPORATION . WHEREAS, The Board of Directors of The Huntington Beach Public Facilities Corporation have expressed concerns with regard to liabi?.itie: which could be incurred in excess of insurance coverages; and WHEREAS, justification for indemnification is provided in Section 19 of the two Lease- Sub Lease Agreements; and WHEREAS, an indemnification agreement was presented to The Board at their regular meeting of January 19, 1977; NOW, THEREFORE, BE IT: RESOLVED, that The Board of Directors of The Huntington Beach Public Facilities Corporation approved the agreement by minute action on January 19, 1977, directed that the agreement be submitted to -the '-'ity for execution, and granted authorization for the President and Secretary of the Board to execute the agreement upon receipt from the City. Dated: Secre( ry, H.B.P.F.C. Attest: Donal W. Kiser Assistant Secretary, H.B.P.F'.C.