City of Sacramento
City Council - 2PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2024-00898 4/30/2024 Consent Item 24.
(City Council/Financing Authority) Deletion of Property from the Master Lease Program File ID: 2024-00898
Location: Citywide
Recommendation: Pass 1) a City Council Resolution authorizing the City Treasurer to execute and deliver amendments to the Master Lease Program, thereby removing two properties from the program and approving certain other actions in connection therewith; and 2) a Sacramento City Financing Authority Resolution authorizing the City Treasurer to execute and deliver amendments to the Master Lease Program, thereby removing two properties from the program, and approving certain other actions in connection therewith.
Contact: Brian Wong, Debt Manager, (916) 808-8811, [email protected]; Claudia Lara, Debt Analyst, (916) 808-2267, [email protected], Office of the City Treasurer Presenter: None.
Attachments:
1-Description/Analysis
2-City Resolution
2a-Exhibit A - Tenth Amendment to Master Site Lease
2b-Exhibit B - Eleventh Amendment to Master Project Lease 3-Sacramento City Financing Authority Resolution
3a-Exhibit A - Tenth Amendment to Master Site Lease
3b-Exhibit B - Eleventh Amendment to Master Project Lease Description/Analysis
Issue Detail: In 1999, in connection with the 1999 Capital Improvement Revenue Bonds, the City and the Sacramento City Financing Authority (the Authority) entered into a Master Project Lease and a Master Site Lease to enable the City to finance and refinance capital projects using lease financing (the Master Leases). From 2000 through 2006, in connection with the issuance of additional series of lease revenue bonds, the City added certain City-owned properties to the Master Leases. The City is contemplating using two facilities currently part of the Master Leases in private development projects.
As a result, the City must now remove those properties from the Master Leases in order to comply with the bond covenants and provide clear title for future development. The properties to be removed are as follows:
· the entirety of Parcel “C” (the old Fire Station No. 14)
File ID: 2024-00898 4/30/2024 Consent Item 24.
· the entirety of Parcel “D” (the old Fire Station No. 15) Policy Considerations: This action will ensure that the City complies with the Master Leases and the bond covenants, and it will provide the necessary clear title for future transactions.
The required legal documents for this action are exhibits to this council report. The documents have been “approved as to form” by the City Attorney’s Office and will be executed after City Council approval and proper notice to ratings agencies, bond trustees, and bond insurers in accordance with Master Project Lease §2.06 and Master Site Lease §14, which authorize the removal of properties from the Master Lease Program.
Economic Impacts: None.
Environmental Considerations: This action is not subject to the California Environmental Quality Act (CEQA) as it is not a “project” as defined in §15378 of the CEQA Guidelines.
Sustainability: Not applicable.
Commission/Committee Action: None.
Rationale for Recommendation: This action will ensure the City complies with the Master Leases and the bond covenants, and it will provide the necessary clear title for future development.
Financial Considerations: Administrative costs associated with amending the legal documents are estimated at $30,000 inclusive of the tax opinion from bond counsel and title insurance amendments.
The aggregate value of the properties that will remain subject to the Master Leases is adequate to satisfy the requirements of Master Project Lease §2.06 and Master Site Lease §14.
Local Business Enterprise (LBE): Not applicable.
OH&S DRAFT 4/8/24
4138-7818-3183.5
RESOLUTION NO. 2024-_____
Adopted by the Sacramento City Council
April 30, 2024
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF
AMENDMENTS TO MASTER LEASES WITH THE SACRAMENTO CITY FINANCING
AUTHORITY, AND APPROVING CERTAIN OTHER ACTIONS IN CONNECTION
THEREWITH
BACKGROUND:
A. The City and the Sacramento City Financing Authority (the “Authority”) have previously entered into a Master Site Lease and a Master Project Lease, both dated as of December 1, 1999 (together, the “Leases”). Under the Master Site Lease, the City leased certain real property to the Authority, and under the Master Project Lease, the Authority leased the property back to the City (together with improvements thereon). The City and the Authority subsequently amended the Leases to, among other things, provide bond financing for the 1999 Project, the 2000 Project, the 2001 Project, the 2002A Project, the 2003 Project, the 2006 Project and the 2006 C, D & E Project as defined in the Master Project Lease.
B. The City is contemplating transactions in which two properties currently subject to the Leases will be transferred to third parties either by conveyance of fee title or by a lease. Accordingly, the City has determined it is necessary to remove from the Leases the properties described in Paragraph C below and further described in Exhibits A and B to this resolution in order to provide clear title on those properties and to comply with the Leases, which, with certain exceptions, prohibit dispositions and encumbrances. For the avoidance of doubt, no Additional Bonds (as such term is defined in the Master Project Lease) will be issued in connection with the removal of such properties from the Leases.
C. The following properties are to be removed: Fire Station No. 14 and Fire Station No. 15.
D. To remove the two properties from the Leases, the City proposes to enter into a Tenth Amendment to Master Site Lease and a related Eleventh Amendment to Master Project Lease with the Authority, as further described in Exhibits A and B to this resolution and the staff report presented to the City Council and the Authority’s governing board during their meeting on April 30, 2024. 4138-7818-3183.5
BASED ON THE FACTS SET FORTH IN THE BACKGROUND, THE CITY COUNCIL OF THE CITY OF SACRAMENTO RESOLVES AS FOLLOWS:
Section 1. The statements in paragraphs A through D of the Background are true.
Section 2. The City Council hereby approves the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease. The City Treasurer or his designee is hereby authorized and directed to execute the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease on the City’s behalf, and the City Clerk is hereby authorized and directed to attest the execution and to affix the seal of the City thereto and to deliver the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease to the Authority. As executed and delivered, the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease must be in the forms attached to this resolution as Exhibits C and D, with the additions thereto or changes therein as the City Treasurer may require or approve after consulting with the City Attorney or her designee, with approval to be conclusively evidenced by the execution and delivery thereof.
Section 3. The officers of the City are hereby each authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, including, without limitation, a certificate and any documents as may be required or which they may consider necessary or advisable to carry out, give effect to, and comply with this resolution, the Tenth Amendment to Master Site Lease, and the Eleventh Amendment to Master Project Lease. Any actions heretofore taken by the officers in accordance with the intent of this resolution are hereby ratified, confirmed, and approved.
Section 4. This resolution takes effect when adopted.
OH&S Draft 4/8/2024
4152-9906-8431.6
When Recorded Return to:
Office of the City Clerk
City of Sacramento
915 I Street, NCH, 5
th Floor
Sacramento, CA 95814
TENTH AMENDMENT TO MASTER SITE LEASE
between the
CITY OF SACRAMENTO
and the
SACRAMENTO CITY FINANCING AUTHORITY
RELATING TO THE
DELETION OF REAL PROPERTY FROM THE SITE
Executed and Entered into as of May 1, 2024
1 4152-9906-8431.6
TENTH AMENDMENT TO MASTER SITE LEASE
This Tenth Amendment to Master Site Lease (the “Tenth Amendment”), executed and entered into as of May 1, 2024, is between the City of Sacramento, a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California (the “City”), and the Sacramento City Financing Authority, a joint-powers agency duly organized and existing under and by virtue of the laws of the State of California (the “Authority”).
WITNESSETH:
WHEREAS, the City and the Authority duly executed and entered into a Master Site Lease (the “Master Site Lease”) that was executed and entered into as of December 1, 1999, and was recorded on December 14, 1999, in Book 19991214 of the Official Records of Sacramento County, at Page 1004, whereby the City leased to the Authority those certain parcels of real property described therein; and
WHEREAS, the Authority and the City thereafter amended the Master Site Lease nine times, as follows: an Amendment to Master Site Lease executed and entered into as of July 1, 2000, and recorded on July 25, 2000, in Book 20000725 of the Official Records of Sacramento County, at Page 1311; a Second Amendment to Master Site Lease executed and entered into as of April 1, 2001, and recorded on April 24, 2001, in Book 20010424 of the Official Records of Sacramento County, at Page 1415; a Third Amendment to Master Site Lease executed and entered into as of July 1, 2002, and recorded on July 1, 2002, in Book 20020701 of the Official Records of Sacramento County, at Page 1649; a Fourth Amendment to Master Site Lease executed and entered into as of September 1, 2003, and recorded on September 29, 2003, in Book 20030929 of the Official Records of Sacramento County, at Page 2762; a Fifth Amendment to Master Site Lease executed and entered into as of June 1, 2006, and was recorded on June 14, 2006, in Book 20060614 of the Official Records of Sacramento County, at Page 175; a Sixth Amendment to Master Site Lease executed and entered into as of December 1, 2006, and recorded on December 11, 2006, in Book 20061211 of the Official Records of Sacramento County, at Page 0598; a Seventh Amendment to Master Site Lease executed and entered into as of February 22, 2011, and recorded on April 1, 2011, in Book 20110401 of the Official Records of Sacramento County, at Page 386; an Eighth Amendment to Master Site Lease executed and entered into as of June 5, 2014, and recorded on June 12, 2014, in Book 20140612 of the Official Records of Sacramento County, at Page 887; and a Ninth Amendment to Master Site Lease executed and entered into as of October 1, 2015, and recorded on October 13, 2015, in Book 20151013 of the Official Records of Sacramento County, at Page 566; and WHEREAS, the City and the Authority desire to amend the Master Site Lease a tenth time, by deleting certain real property from the Site, as provided in Section 14 of the Master Site Lease;
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE
MUTUAL AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER
VALUABLE CONSIDERATION, THE PARTIES HERETO DO HEREBY AGREE AS
2 4152-9906-8431.6
FOLLOWS:
SECTION 1. Amendment to Master Site Lease. The Authority and City hereby amend that certain Master Site Lease, dated as of December 1, 1999, as amended, by deleting from the Site the parcels of real property described in Exhibit A, thereby terminating the leasehold interest and all other rights, obligations, title, and interest in those deleted parcels under the Master Site Lease. The deletion from the Site of the real property described in Exhibit A will not be effective until the City complies with Section 14 of the Master Site Lease by delivering the required documents to each Bond Insurer, the Rating Agencies, and the Trustees.
SECTION 2. Effect of Tenth Amendment. Except as herein otherwise expressly provided, the Master Site Lease, as amended, remains in full force and effect, and will continue to encumber the real property, described in Exhibit B, that is not deleted from the Site pursuant to this Tenth Amendment. The Authority and the City do hereby ratify, confirm, and approve the Master Site Lease, as amended, in all other respects and agree to continue to be bound by, and perform under, the Master Site Lease.
SECTION 3. Execution. This Tenth Amendment, as amended, may be executed and entered into in several counterparts, each of which will be deemed an original and all of which will constitute the same instrument.
[Remainder of page intentionally left blank]
3 4152-9906-8431.6
IN WITNESS WHEREOF, the parties hereto have executed and entered into the Tenth Amendment by their officers thereunto duly authorized as of the day and year first above written.
CITY OF SACRAMENTO
By: ______________________________
John P. Colville, Jr.
City Treasurer
SACRAMENTO CITY FINANCING AUTHORITY
By: ______________________________
John P. Colville, Jr.
Treasurer
(SEAL)
ATTEST:
By: ______________________________
City Clerk
ATTEST:
By: ______________________________
Secretary
APPROVED AS TO FORM
By: ______________________________
Jeffrey L. Massey
Senior Deput
y City Attorney
4152-9906-8431.6
EXHIBIT A
DESCRIPTION OF THE REAL PROPERTY DELETED FROM THE SITE
[TO COME FROM CITY AND TITLE COMPANY]
4152-9906-8431.6
EXHIBIT B
AMENDED DESCRIPTION OF THE SITE
[TO COME FROM CITY AND TITLE COMPANY]
OH&S Draft 4/8/2024
4124-8056-1679.6
When Recorded Return to:
Office of the City Clerk
City of Sacramento
915 I Street, NCH, 5
th Floor
Sacramento, CA 95814
ELEVENTH AMENDMENT TO MASTER PROJECT LEASE
between the
SACRAMENTO CITY FINANCING AUTHORITY
and the
CITY OF SACRAMENTO
RELATING TO THE
DELETION OF REAL PROPERTY FROM THE PROJECT
Executed and Entered into as of May 1, 2024
1 4124-8056-1679.6
ELEVENTH AMENDMENT TO MASTER PROJECT LEASE
This Eleventh Amendment to Master Project Lease (the “Eleventh Amendment”), executed and entered into as of May 1, 2024, is between the Sacramento City Financing Authority, a joint-powers agency duly organized and existing under and by virtue of the laws of the State of California (the “Authority”), and the City of Sacramento, a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California (the “City”).
WITNESSETH:
WHEREAS, the City and the Authority duly executed and entered into a Master Project Lease (the “Master Project Lease”) as of December 1, 1999, that was recorded on December 14, 1999, in Book 19991214 of the Official Records of Sacramento County, at Page 1005, whereby the Authority leased to the City those certain parcels of real property described therein, together with the improvements located thereon; and WHEREAS, the Authority and the City thereafter amended the Master Project Lease ten times, as follows: an Amendment to Master Project Lease executed and entered into as of July 1, 2000, and recorded on July 25, 2000, in Book 20000725 of the Official Records of Sacramento County, at Page 1312; a Second Amendment to Master Project Lease executed and entered into as of April 1, 2001, and recorded on April 24, 2001, in Book 20010424 of the Official Records of Sacramento County, at Page 1416; a Third Amendment to Master Project Lease executed and entered into as of July 1, 2002, and recorded on July 1, 2002, in Book 20020701 of the Official Records of Sacramento County, at Page 1650; a Fourth Amendment to Master Project Lease executed and entered into as of September 1, 2003, and recorded on September 29, 2003, in Book 20030929 of the Official Records of Sacramento County, at Page 2763; a Fifth Amendment to Master Project Lease executed and entered into as of June 1, 2005, and recorded on July 11, 2005, in Book 20050711 of the Official Records of Sacramento County, at Page 498; a Sixth Amendment to Master Project Lease executed and entered into as of June 1, 2006, and recorded on June 14, 2006, in Book 20060614 of the Official Records of Sacramento County, at
December 1, 2006, and recorded on December 11, 2006, in Book 20061211 of the Official Records of Sacramento County, at Page 616; an Eighth Amendment to Master Project Lease executed and entered into as of February 22, 2011, and recorded on April 1, 2011, in Book 20110401 of the Official Records of Sacramento County, at Page 385; a Ninth Amendment to Master Project Lease executed and entered into as of June 5, 2014, and recorded on June 12, 2014, in Book 20140612 of the Official Records of Sacramento County, at Page 888; and a Tenth Amendment to Master Project Lease executed and entered into as of October 1, 2015, and recorded on October 13, 2015, in Book 20151013 of the Official Records of Sacramento County, at Page 567; and
WHEREAS, the Authority and the City desire to amend the Master Project Lease an eleventh time, by deleting certain real property from the Project, as provided in Section 2.06 of the Master Project Lease;
2 4124-8056-1679.6
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE
MUTUAL AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER
VALUABLE CONSIDERATION, THE PARTIES HERETO DO HEREBY AGREE AS FOLLOWS:
SECTION 1. Amendment to Master Project Lease. The Authority and the City hereby amend that certain Master Project Lease, dated as of December 1, 1999, as amended, by deleting from the Project the parcels of real property described in Exhibit A, thereby terminating the leasehold interest and all other rights, obligations, title, and interest in those deleted parcels under the Master Project Lease. The deletion from the Project of the real property described Exhibit A will not be effective until the City complies with Section 2.06(a) of the Master Project Lease by delivering the required documents to each Bond Insurer, the Rating Agencies, and the Trustees.
SECTION 2. Effect of Eleventh Amendment. Except as herein otherwise expressly provided, the Master Project Lease, as amended, remains in full force and effect and will continue to encumber the real property that is not deleted from the Project pursuant to this Eleventh Amendment, as described in Exhibit B. The Authority and the City do hereby ratify, confirm, and approve the Master Project Lease, as amended, in all other respects and agree to continue to be bound by, and perform under, the Master Project Lease.
SECTION 3. Execution. This Eleventh Amendment, as amended, may be executed and entered into in several counterparts, each of which will be deemed an original and all of which will constitute the same instrument.
[Remainder of page intentionally left blank]
3 4124-8056-1679.6
IN WITNESS WHEREOF, the parties hereto have executed and entered into the Eleventh Amendment by their officers thereunto duly authorized as of the day and year first above written.
CITY OF SACRAMENTO
By: ______________________________
John P. Colville, Jr.
City Treasurer
SACRAMENTO CITY FINANCING AUTHORITY
By: ______________________________
John P. Colville, Jr.
Treasurer
(SEAL)
ATTEST:
By: ______________________________
City Clerk
ATTEST:
By: ______________________________
Secretary
APPROVED AS TO FORM
By:
______________________________
Jeffrey L. Massey
Senior Deput
y City Attorney
4124-8056-1679.6
EXHIBIT A
DESCRIPTION OF THE REAL PROPERTY DELETED FROM THE PROJECT [TO COME FROM CITY AND TITLE COMPANY]
4124-8056-1679.6
EXHIBIT B
AMENDED DESCRIPTION OF THE PROJECT
[TO COME FROM CITY AND TITLE COMPANY]
OH&S DRAFT 4/8/24
4140-0302-9263.5
RESOLUTION NO. 2024-___
Adopted by the Sacramento City Financing Authority
April 30, 2024
RESOLUTION AUTHORIZING THE EXECUTION AND DELIVERY OF
AMENDMENTS TO MASTER LEASES WITH THE CITY OF SACRAMENTO, AND
APPROVING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH BACKGROUND:
A. The Sacramento City Financing Authority is a joint-powers agency duly organized and existing under California law (the “Authority”).
B. The Authority and the City of Sacramento (the “City”) have previously entered into a Master Site Lease and a Master Project Lease, both dated as of December 1, 1999 (together, the “Leases”). Under the Master Site Lease, the City leased certain real property to the Authority, and under the Master Project Lease, the Authority leased the property back to the City (together with improvements thereon). The City and the Authority subsequently amended the Leases to, among other things, provide bond financing for the 1999 Project, the 2000 Project, the 2001 Project, the 2002A Project, the 2003 Project, the 2006 Project and the 2006 C, D & E Project as defined in the Master Project Lease.
C. The City is contemplating transactions in which two properties currently subject to the Leases will be transferred to third parties either by conveyance of fee title or by a lease. Accordingly, the City has determined it is necessary to remove from the Leases the properties described in Paragraph D below and further described in Exhibits A and B to this resolution, in order to provide clear title on those properties and to comply with the Leases, which, with certain exceptions, prohibit dispositions and encumbrances. For the avoidance of doubt, no Additional Bonds (as such term is defined in the Master Project Lease) will be issued in connection with the removal of such properties from the Leases.
D. The following properties are to be removed: Fire Station No. 14 and Fire Station No. 15.
E. To remove the two properties from the Leases, the Authority proposes to enter into a Tenth Amendment to Master Site Lease and a related Eleventh Amendment to Master Project Lease with the City, as further described in Exhibits A and B to this resolution and the staff report presented to the City Council and the Authority’s governing board during their meeting on April 30, 2024.
4140-0302-9263.5
BASED ON THE FACTS SET FORTH IN THE BACKGROUND, THE GOVERNING
BOARD OF THE SACRAMENTO CITY FINANCING AUTHORITY RESOLVES AS FOLLOWS:
Section 1. The statements in paragraphs A through E of the Background are true.
Section 2. The Authority hereby approves the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease. The Treasurer of the Authority or his designee is hereby authorized and directed to execute the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease on the Authority’s behalf, and the Secretary of the Authority is hereby authorized and directed to attest the execution and deliver the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease to the City.
As executed and delivered, the Tenth Amendment to Master Site Lease and the Eleventh Amendment to Master Project Lease must be in the forms attached to this resolution as Exhibits C and D, with the additions thereto or changes therein as the Treasurer may require or approve, with approval to be conclusively evidenced by the execution and delivery thereof.
Section 3. The officers of the Authority are hereby each authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, including, without limitation, a certificate and any documents as may be required or which they may consider necessary or advisable to carry out, give effect to, and comply with this resolution, the Tenth Amendment to Master Site Lease, and the Eleventh Amendment to Master Project Lease. Any actions heretofore taken by the officers in accordance with the intent of this resolution are hereby ratified, confirmed, and approved.
Section 4. This resolution takes effect when adopted.
OH&S Draft 4/8/2024
4152-9906-8431.6
When Recorded Return to:
Office of the City Clerk
City of Sacramento
915 I Street, NCH, 5
th Floor
Sacramento, CA 95814
TENTH AMENDMENT TO MASTER SITE LEASE
between the
CITY OF SACRAMENTO
and the
SACRAMENTO CITY FINANCING AUTHORITY
RELATING TO THE
DELETION OF REAL PROPERTY FROM THE SITE
Executed and Entered into as of May 1, 2024
1 4152-9906-8431.6
TENTH AMENDMENT TO MASTER SITE LEASE
This Tenth Amendment to Master Site Lease (the “Tenth Amendment”), executed and entered into as of May 1, 2024, is between the City of Sacramento, a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California (the “City”), and the Sacramento City Financing Authority, a joint-powers agency duly organized and existing under and by virtue of the laws of the State of California (the “Authority”).
WITNESSETH:
WHEREAS, the City and the Authority duly executed and entered into a Master Site Lease (the “Master Site Lease”) that was executed and entered into as of December 1, 1999, and was recorded on December 14, 1999, in Book 19991214 of the Official Records of Sacramento County, at Page 1004, whereby the City leased to the Authority those certain parcels of real property described therein; and
WHEREAS, the Authority and the City thereafter amended the Master Site Lease nine times, as follows: an Amendment to Master Site Lease executed and entered into as of July 1, 2000, and recorded on July 25, 2000, in Book 20000725 of the Official Records of Sacramento County, at Page 1311; a Second Amendment to Master Site Lease executed and entered into as of April 1, 2001, and recorded on April 24, 2001, in Book 20010424 of the Official Records of Sacramento County, at Page 1415; a Third Amendment to Master Site Lease executed and entered into as of July 1, 2002, and recorded on July 1, 2002, in Book 20020701 of the Official Records of Sacramento County, at Page 1649; a Fourth Amendment to Master Site Lease executed and entered into as of September 1, 2003, and recorded on September 29, 2003, in Book 20030929 of the Official Records of Sacramento County, at Page 2762; a Fifth Amendment to Master Site Lease executed and entered into as of June 1, 2006, and was recorded on June 14, 2006, in Book 20060614 of the Official Records of Sacramento County, at Page 175; a Sixth Amendment to Master Site Lease executed and entered into as of December 1, 2006, and recorded on December 11, 2006, in Book 20061211 of the Official Records of Sacramento County, at Page 0598; a Seventh Amendment to Master Site Lease executed and entered into as of February 22, 2011, and recorded on April 1, 2011, in Book 20110401 of the Official Records of Sacramento County, at Page 386; an Eighth Amendment to Master Site Lease executed and entered into as of June 5, 2014, and recorded on June 12, 2014, in Book 20140612 of the Official Records of Sacramento County, at Page 887; and a Ninth Amendment to Master Site Lease executed and entered into as of October 1, 2015, and recorded on October 13, 2015, in Book 20151013 of the Official Records of Sacramento County, at Page 566; and WHEREAS, the City and the Authority desire to amend the Master Site Lease a tenth time, by deleting certain real property from the Site, as provided in Section 14 of the Master Site Lease;
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE
MUTUAL AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER
VALUABLE CONSIDERATION, THE PARTIES HERETO DO HEREBY AGREE AS
2 4152-9906-8431.6
FOLLOWS:
SECTION 1. Amendment to Master Site Lease. The Authority and City hereby amend that certain Master Site Lease, dated as of December 1, 1999, as amended, by deleting from the Site the parcels of real property described in Exhibit A, thereby terminating the leasehold interest and all other rights, obligations, title, and interest in those deleted parcels under the Master Site Lease. The deletion from the Site of the real property described in Exhibit A will not be effective until the City complies with Section 14 of the Master Site Lease by delivering the required documents to each Bond Insurer, the Rating Agencies, and the Trustees.
SECTION 2. Effect of Tenth Amendment. Except as herein otherwise expressly provided, the Master Site Lease, as amended, remains in full force and effect, and will continue to encumber the real property, described in Exhibit B, that is not deleted from the Site pursuant to this Tenth Amendment. The Authority and the City do hereby ratify, confirm, and approve the Master Site Lease, as amended, in all other respects and agree to continue to be bound by, and perform under, the Master Site Lease.
SECTION 3. Execution. This Tenth Amendment, as amended, may be executed and entered into in several counterparts, each of which will be deemed an original and all of which will constitute the same instrument.
[Remainder of page intentionally left blank]
3 4152-9906-8431.6
IN WITNESS WHEREOF, the parties hereto have executed and entered into the Tenth Amendment by their officers thereunto duly authorized as of the day and year first above written.
CITY OF SACRAMENTO
By: ______________________________
John P. Colville, Jr.
City Treasurer
SACRAMENTO CITY FINANCING AUTHORITY
By: ______________________________
John P. Colville, Jr.
Treasurer
(SEAL)
ATTEST:
By: ______________________________
City Clerk
ATTEST:
By: ______________________________
Secretary
APPROVED AS TO FORM
By: ______________________________
Jeffrey L. Massey
Senior Deput
y City Attorney
4152-9906-8431.6
EXHIBIT A
DESCRIPTION OF THE REAL PROPERTY DELETED FROM THE SITE
[TO COME FROM CITY AND TITLE COMPANY]
4152-9906-8431.6
EXHIBIT B
AMENDED DESCRIPTION OF THE SITE
[TO COME FROM CITY AND TITLE COMPANY]
OH&S Draft 4/8/2024
4124-8056-1679.6
When Recorded Return to:
Office of the City Clerk
City of Sacramento
915 I Street, NCH, 5
th Floor
Sacramento, CA 95814
ELEVENTH AMENDMENT TO MASTER PROJECT LEASE
between the
SACRAMENTO CITY FINANCING AUTHORITY
and the
CITY OF SACRAMENTO
RELATING TO THE
DELETION OF REAL PROPERTY FROM THE PROJECT
Executed and Entered into as of May 1, 2024
1 4124-8056-1679.6
ELEVENTH AMENDMENT TO MASTER PROJECT LEASE
This Eleventh Amendment to Master Project Lease (the “Eleventh Amendment”), executed and entered into as of May 1, 2024, is between the Sacramento City Financing Authority, a joint-powers agency duly organized and existing under and by virtue of the laws of the State of California (the “Authority”), and the City of Sacramento, a municipal corporation duly organized and existing under and by virtue of the Constitution and laws of the State of California (the “City”).
WITNESSETH:
WHEREAS, the City and the Authority duly executed and entered into a Master Project Lease (the “Master Project Lease”) as of December 1, 1999, that was recorded on December 14, 1999, in Book 19991214 of the Official Records of Sacramento County, at Page 1005, whereby the Authority leased to the City those certain parcels of real property described therein, together with the improvements located thereon; and WHEREAS, the Authority and the City thereafter amended the Master Project Lease ten times, as follows: an Amendment to Master Project Lease executed and entered into as of July 1, 2000, and recorded on July 25, 2000, in Book 20000725 of the Official Records of Sacramento County, at Page 1312; a Second Amendment to Master Project Lease executed and entered into as of April 1, 2001, and recorded on April 24, 2001, in Book 20010424 of the Official Records of Sacramento County, at Page 1416; a Third Amendment to Master Project Lease executed and entered into as of July 1, 2002, and recorded on July 1, 2002, in Book 20020701 of the Official Records of Sacramento County, at Page 1650; a Fourth Amendment to Master Project Lease executed and entered into as of September 1, 2003, and recorded on September 29, 2003, in Book 20030929 of the Official Records of Sacramento County, at Page 2763; a Fifth Amendment to Master Project Lease executed and entered into as of June 1, 2005, and recorded on July 11, 2005, in Book 20050711 of the Official Records of Sacramento County, at Page 498; a Sixth Amendment to Master Project Lease executed and entered into as of June 1, 2006, and recorded on June 14, 2006, in Book 20060614 of the Official Records of Sacramento County, at
December 1, 2006, and recorded on December 11, 2006, in Book 20061211 of the Official Records of Sacramento County, at Page 616; an Eighth Amendment to Master Project Lease executed and entered into as of February 22, 2011, and recorded on April 1, 2011, in Book 20110401 of the Official Records of Sacramento County, at Page 385; a Ninth Amendment to Master Project Lease executed and entered into as of June 5, 2014, and recorded on June 12, 2014, in Book 20140612 of the Official Records of Sacramento County, at Page 888; and a Tenth Amendment to Master Project Lease executed and entered into as of October 1, 2015, and recorded on October 13, 2015, in Book 20151013 of the Official Records of Sacramento County, at Page 567; and
WHEREAS, the Authority and the City desire to amend the Master Project Lease an eleventh time, by deleting certain real property from the Project, as provided in Section 2.06 of the Master Project Lease;
2 4124-8056-1679.6
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES AND OF THE
MUTUAL AGREEMENTS AND COVENANTS CONTAINED HEREIN AND FOR OTHER
VALUABLE CONSIDERATION, THE PARTIES HERETO DO HEREBY AGREE AS FOLLOWS:
SECTION 1. Amendment to Master Project Lease. The Authority and the City hereby amend that certain Master Project Lease, dated as of December 1, 1999, as amended, by deleting from the Project the parcels of real property described in Exhibit A, thereby terminating the leasehold interest and all other rights, obligations, title, and interest in those deleted parcels under the Master Project Lease. The deletion from the Project of the real property described Exhibit A will not be effective until the City complies with Section 2.06(a) of the Master Project Lease by delivering the required documents to each Bond Insurer, the Rating Agencies, and the Trustees.
SECTION 2. Effect of Eleventh Amendment. Except as herein otherwise expressly provided, the Master Project Lease, as amended, remains in full force and effect and will continue to encumber the real property that is not deleted from the Project pursuant to this Eleventh Amendment, as described in Exhibit B. The Authority and the City do hereby ratify, confirm, and approve the Master Project Lease, as amended, in all other respects and agree to continue to be bound by, and perform under, the Master Project Lease.
SECTION 3. Execution. This Eleventh Amendment, as amended, may be executed and entered into in several counterparts, each of which will be deemed an original and all of which will constitute the same instrument.
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3 4124-8056-1679.6
IN WITNESS WHEREOF, the parties hereto have executed and entered into the Eleventh Amendment by their officers thereunto duly authorized as of the day and year first above written.
CITY OF SACRAMENTO
By: ______________________________
John P. Colville, Jr.
City Treasurer
SACRAMENTO CITY FINANCING AUTHORITY
By: ______________________________
John P. Colville, Jr.
Treasurer
(SEAL)
ATTEST:
By: ______________________________
City Clerk
ATTEST:
By: ______________________________
Secretary
APPROVED AS TO FORM
By:
______________________________
Jeffrey L. Massey
Senior Deput
y City Attorney
4124-8056-1679.6
EXHIBIT A
DESCRIPTION OF THE REAL PROPERTY DELETED FROM THE PROJECT [TO COME FROM CITY AND TITLE COMPANY]
4124-8056-1679.6
EXHIBIT B
AMENDED DESCRIPTION OF THE PROJECT
[TO COME FROM CITY AND TITLE COMPANY]