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81-028 State of California Energy Commission - Energy Conservation Assistance Loan Agreement Reso 5528ENERGY CONSERVATION ASSISTANCE Loan No. Loan Amount LOAN AGREEMENT THIS AGREEMENT is made and entered into this day of , 19 , in the State of California by and between the State of California, CaTi7ornia Energy Commission, hereinafter "Commission", and The City of Cupertino 31 ereinafter "Borrower 1. AUTHORITY A. Pursuant to the purposes authorized by the Energy Conservation Act, Section 25410, et seq, of the California Public Resources Code, the Commission has approved Borrower's Loan Application dated Januar 20 1981 which is not attached but is expressT-yincorporated by reference herein. B. Subject to the terms, covenants and conditions contained herein, and the attached Loan Approval Request to the extent it modifies Borrower's Loan Application, the Commission shall make a loan to Borrower in the amount of One hundred seventy-five thousand four hundred dollars Dollars 175,400.00, evidenced y a romissory Note Loan No. attached hereto as Exhibit A. 2. GENERAL TERMS A. The Borrower agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to Borrower and to any and all contractors, subcontractors, materialmen, laborers and any other person, firm or corporation furnishing or supplying work, services, materials or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by the Borrower in the performance of this contract. B. The Borrower, and the agents and employees of Borrower, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of State of California. C. Without the written consent of the Commission, the Agreement is not assignable or transferrable by Borrower either in whole or in part. D. Time is of the essence in this agreement. E. No alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein, shall be binding on any of the parties hereto. 3. PURPOSE The Borrower agrees to expend all funds advanced pursuant to this Agreement only for the purposes and in the amounts set forth in Borrower's Approved Application. 4. LOAN DISBURSEMENT SCHEDULE A. The Commission agrees to disburse funds to the Borrower upon the proper execution of the attached Promissory Note and the appropriate security instruments, and required supplemental documents. B. Loan funds shall be disbursed based on invoices submitted by Borrower in a form approved by Commission at such times and in such amounts as determined appropriate by Commission in order to accomplish the purpose of the Loan. 5. INTEREST The loan herein shall bear simple interest at the rate set forth in the attached Promissory Note on the principal balance of loan funds disbursed to the Borrower. Payment of said interest shall be due at the time of repayment of the loan to the Commission and shall accrue from the time of disbursal to the Borrower until receipt of repayment to the Commission. 6. TERM A. The effective date of this Agreement shall be the date of its execution by the Commission. B. The Borrower agrees to complete performance of its obligations under this Agreement within the period stated in the Borrower's Approved Loan Application. 7. REPAYMENT All funds advanced hereunder, together with all interest payable thereon, shall be repaid to the Commission no later than the date specified in the Promissory Note. 8. PREPAYMENT Borrower shall have the right to prepay at any time all or any part of the principal amount of this loan without penalty. 9. PROMISSORY NOTE In order to evidence its debt to the Commission hereunder, the Borrower agrees to, contemporaneously with the execution of this Agreement execute and deliver to the Commission a Promissory Note. (2) 10. SECURITY (applies only to non-governmental borrowers) A. If required by Commission for Loans of $10,000 or more: (1) Borrower agrees to execute a Deed of Trust on the property to be improved under the terms of this agreement to secure the attached Promissory Note, with said Deed of Trust naming the State of California, California .Energy Commission as Beneficiary; Borrower shall also obtain and deliver a standard CLTA Title Insurance Policy for the secured property, insuring the Commission's interest as lender. (2) Borrower further agrees that, as part of its Loan Application and at the request of the Commission, it has submitted a current Preliminary Title Report and a current market value appraisal of said property with values supported by available market data which has been prepared by a licensed appraiser. B. For all nongovernmental loans the Borrower agrees that in the event that it sells, transfers, mortgages, disposes or further encumbers the said property, or any part thereof, without the prior written consent of the Commission, then the Commission shall have the right, at its option, to declare the entire balance of the unpaid principal with unpaid interest due thereon, immediately due and payable. Consent to one such transaction shall not be deemed to be a waiver of the right to require consent to future or successive transactions. 11. ACCOUNTS A. If requested by the Commission, the Borrower agrees to deposit all funds received under this Agreement in a segregated account in an institution whose deposits are insured by the federal or the state governments. B. The Borrower further agrees to establish on its books an energy conservation loan account which shall be maintained as long as the loan obligation remains unsatisfied. C. The Borrower further agrees to maintain records that accurately and fully show the date, amount, purpose, and payee of all expenditures drawn on said account. D. The Borrower further agrees to utilize a voucher system by which all expenditures from said account will be authorized and authenticated. E. The Borrower further agrees to allow the Commission or any other agency of the State, on written request, to have reasonable access to and the right of inspecting all records that pertain to said account and agrees to submit to an independent audit, if this should be requested by the Commission, at the expense of the Borrower. 12. Budget The Borrower agrees to annually budget an amount at least sufficient to make the semi-annual payments required under this Agreement, which amount is intended to be obtained by savings in energy costs. The lack of sufficient savings in energy costs to make payments shall not excuse Borrower from its obligation under this Agreement. If Borrower is a county, city, town, township, Board of Education or school district, Borrower agrees that the amount of the semi-annual loan repayment shall not be raised by the levy of additional taxes and shall not be a charge against Borrower's general fund, but shall be derived from savings in energy costs resulting from the subject energy conservation project, or from sepecial fund revenues reserved to the agency or department of which the subject project is to become a part. 13. DEFAULT A. In the event the Borrower, for any reason, is unable to proceed with the purpose of this Agreement, the Commission may declare this Agreement to have been breached and be released from any further performance hereunder. B. In the event of any default or breach of the Agreement by the Borrower, the Commission, without limiting any of its other legal rights or remedies, may declare the Promissory Note evidencing the loan to be due and payable. 14. REPORTING Within ten days after the Commission's written request, the Borrower shall submit a status report on its activities to date pursuant to this Agreement in such format as determined by the Commission and as often as reasonably required by the Commission. 15. FAIR EMPLOYMENT PRACTICES The attached Fair Employment Practices Addendum is expressly made a part of this agreement. Reference to "The Contractor" in the addendum shall be considered as reference to "The Borrower" under this Agreement. IN WITNESS WHEREOF, this agreement has been executed by the parties hereto, upon the date first above written. BORROWER (If other than an individual, statf1 STATE OF CALIFORNIA - Energy Commission whether a corporation, partnership, etc.) By (Authorized ignature y (Authorized Signature Ma ,r Title it e APPROVED AS TO FORM: ATTEST; City AtLnrnj�y ---City Clerk _ Amount Encumb-ered Appropriation Fund jChapter Energy Conservation Support Assistance Account 1124 Statutes Fiscal Year Line Item Allotment Loan Number 1979 1979/80 903-44-00 I hereby certify upon my own personal knowledge that budgeted funds are available for the period and purpose of the expenditure stated above. SIGNATURE OF ACCOUNTING OFFICER DATE hereby certify that all conditions for exemptions set forth in State Administrative Manual Section 1209 have been complied with and this document is exempt from review by the Department of Finance. SIGNATURE OF OFFICER SIGNING ON BEHALF STATE OF CALIFORNIA—THE RESOURCES AGENCY EDMUND G. BROWN JR., Governor CALIFORNIA ENERGY COMMISSION 1111 HOWE AVENUE �-o~ SACRAMENTO, CALIFORNIA 95825 J 6 - City of Cupertino P. O. Box 580 Cupertino, California 95014 Attn: Glenn M. Grigg Traffic Engineer Dear Mr. Grigg: A iJ,27, 1981 CITY Ot�V_ LE IN PUBLIC WORKS REGF1Yf.D. You will be pleased to learn that your Energy Conservation Assistance Loan Application has been approved for the purpose of: Energy Conservation Measure/Streetlighting The Loan amount is $ 114,311.00 at 7.75 percent per annum, and is to be re- paid in 16 semi-annual installments of $ 9,994.41 . Payments are to be made from energy savings. Please note that the figures shown in the attached amortization schedule are approximations based upon information available at the time this loan was made. The final payment may vary from those shown, or the Promissory Note redrawn because: A. The law requires payments to begin no later than December 22 following the fiscal year in which the project is completed. Shown in the amortization schedule is the estimated project completion date. B. Loan funds were assumed to have been advanced on the estimated date shown. If the funds are advanced on a different date, or if funds are advanced on a construction progress basis, the payments will vary from those shown. C. The payment amount was calculated to amortize an amount which is: 1. The loan amount shown, and 2. The accrued interest from the estimated project start date through 06/22/81 (six months before the assumed first payment due date). Enclosed are 4 (four) Invoice(s). Please 1 (one) copy and retL Promissory Note to tk copies of the Loan Agreement, Promissory Note and ve all copies with original signa� tu:esi Rem tail n 3 _(three) signed copies of the Loan Agreement and s office. CECT,n-a v 1 0 /An 1 \ l The invoice form mu payment is esired, PO)Q and sending 3 t ree to: lete 4 (four) ies of invoice, retaini California Energy Commission Loan Office, M.S. 57 1111 Howe Avenue Sacramento, California 95822 The original invoice may be for up to 100 of the amount of the loan in advance. All subsequent invoices shall be on a progress payment basis and be accompanied by billings to substantiate the invoice. r According to the following loan disbursement schedule, which has been determined appropriate for your loan, your loan disbursement schedule will be as follows: Disbursement of total amount of loan in not more than 10 seperate payments as required during the course of the approved project in order to finance con- struction progress, with supporting documentation. Interest will start at the time each check is drawn by the State Controller's Office. Receipt of check can normally be expected within two to four weeks after submission of invoice. Please also attach a cop of a resolution of Zour governing body authorizin �: ery signer to enter into and obligate your organization to this Loan Agreme - nd ProNote- Not(and Deed of Trust if applicable). Annually, at the completion of each fiscal year, but not later than October 31, each institution must prepare and submit to the California Energy Commission an Annual Energy Savings Report. This report must show the computed cost of energy saved as a result of the project completed with loan funds. Also, a copy of the Energy Audit Report and Technical Audit Report (if applicable) must be submitted to the California Energy Commission at completion of the project. Should you have any questions, please do not hesitate to call me at (916) 920-7215. Thank you for your cooperation. Sincgrely, JOHN L. TITUS Loan Officer Enclosures CECLO-4a (10/80) 04/2_Of81 CALIFORNIA ENERGY COMMISSION PAGE i E Nd F R G Y CIO N S E F: V A T 1 0 N A S S I S T A N C E L 0 A N S LOAN.] AHIORTIZATION SCHEDULE LC'AN NUl M F'EP OPGANI7 AT1CH LOAN AY^ SUP: T ANNUAL I^,tTFR��-:T RA.TF NUMBER OF SEMIANNUAL PAYMENTS ESTIMATED L()AN START 'SAT ESTI`"ATED PROJECT COMPLtTION' 12 -ATF ASSUMED FIRST PAYN'EIJT DATF. DATF TFA.NSftCTI'1rJ ^2/u9/F1 LCV' ADVA'dCE 06/22/81 A."A C, RTIZAT10N L".) TE 12/22/1:1 PAY'; ENT N0. i^1 06:/22/.2 PAYT N0. u2 12/22/x,2 F'AY"'","aT 0 3 06/22!83 'AY €uT , , ,4 12/22/83 PAYMI NT `'u. 95 CES/22/ 4 F'�Y` r. `JT `1,0. -.c 12/22lA4 F'AY''F'<T %J • ^7 12/22/8; PAY'y':FuT NO Cry 06/22tf?r, PCY1 r NT 1\10 1.0 0Ef22/P7 PAY. T v 12 12122 7 PAY '!r ;VT801. 13 06/22/},;:.. ::AYPf7 T . 14 12/22/8 8 PAY T 0 1'5 06/2.2P F- AYF N T N0 16 94-000 CITY OF CUPERTINO 114011 .0 O 7.75 16 02/09/81 05/22/81 12 /22/81 Ar^CUNT INTEREST PRINCIPAL BALANCE 11�+1311.68 114,311.0 3922F:.11 117,53?.1.1 9 4.41 4 +15c'4.6 99439.77 1129 099.34 99`94.41 49343.85 5.650.56 1069448.78 999,4.41 4 9124.89 59869.52 100v579.26 99994.41 3.897.45 E90'?6*46 949482.30 9,954.41 391-61.19 693!3.22 889149.08 y9994.41 39415.786 9578.63 819570.45 ?9:94.41 39166.85 69833.56. 749736.89 -99994.41 29896.:0 79C9R.L;6 679638.53 "9o`a4.41 29620.59 79373►42 609265.11 999+4.41 29'30.27 79r359.14 529605.97 ' 9494.41 29038.48 79955.93 449650.04 9.C94.41 19730.1`.^ 8.9264.22 !69385.82 99494.41 194:9.95 8,9`x84.46 2798"1.3.5 �"GC'4.41 1,;77.30 89917.11 189884.2^ 9,904.41 731.76: 992_62. E5• 99621.60 ';96+94.44 372*84 99621.6a 0.D0 LOAN NO: 94-000 LOAN AM0UNT: $1149311.00 ENERGY CONSERVATIONi ASSISTANCE LOAN AGREEMENT THIS AGREEMENT IS MADE AND ENTERED LNTO THIS 20 DAY OF APRIL 19819 IN THE STATE OF CALIFORNIA BY AND BETWEEN THE. STATE' OF CALIFORNIA CALIFORNIA. ENERGY COMMISSION9 HEREINAFTER "COMMISSION119 AND CITY OF CUPERTINO HEREINAFTER "BORROWER". 1. AUTHORITY A. PURSUANT TO THE PURPOSES AUTHORIZED BY THE ENERGY CONSERVATION ACT, SECTION 2541,09 ET SEJ9 OF THE CALIFORNIA PUBLIC RESOURCES CODE• THE COMMISSION HAS APPROVED BORROWERVS LOAN APPLICATION DATED ___l, jrj-.RL___ __ WHICH IS NOT ATTACHED BUT IS EXPRESSLY I14CORPORATED BY REFERENCE HEREIN« B. SUBJECT TO THE TERMS9 COVENANTS AND CONDITIONS CONTAINED HEREIN9 AND THE ATTACHED LOAN APPROVAL REQUEST TO THE EXTENT IT MODIFIES BORROWERS LOAN APPLICATIONS THE COMMISSION SHALL MAKE A LOAN TO BORROWED IN THE AMOUNT OF ONE HUNDRED FOURTEEN THOUSAND THREE HUNDRED ELEVEN AND 00/100 DOLLARS ($1149311.00)9 EVIDENCED BY A PROS"ISSORY NOTE LOAN NO. 94-000 ATTACHED HERETO AS EXHIBIT A. 2. GENERAL TERMS A. THE BORROWER AGREES TO INDEMNIFY• DEFEND AND SAVE HARMLESS THE STATEt ITS OFFICERS* AGENTS AND EMPLOYEES FROiM ANY AND ALL CLAIMS AND LOSSES ACCRUING OR RESULTING TO BORROWER AND TO ANY AND ALL CONTRACTORS, SUBCONTRACTORS9 MATERIALMENt LABORERS AND ANY OTHER PERSON• FIRM OR CORPORATION FURNISHING OR SUPPLYING qORK9 SERVICES, MATERIALS OR SUPPLIES IN CONNECTION WITH THE PERFORMANCE OF THIS AGREEMENT9 AND FROM ANY AND ALL CLAIMS AND LOSSES ACCRUING OR RESULTING TO ANY PERSONt FIRM OR CORPORATION WHO MAY BF INJURED OR DAMAGED BY THE BORRD�JER IN THE PERFORMANCE OF THIS CONTRACT. B« THE BORROWE.R9 AND THE AGENTS AND EMPLOYEES OF BORROWER9 IN THE PERFORMANCE OF THTS AGREEMENT9 SHALL ACT IN AN INDEPENDENT CAPACITY AND NOT AS OFFICERS OR EMPLOYEES OR AGENTS OF STATE OF CALIFORNIA. C. WITHOUT THE WRITTEN CONSENT OF THE COMMISSION9 THE AGREEMENT IS NOT ASSIGNABLE OR TRANSFERRABLE 3Y BORROWER EITHER IN WHOLE OR IN PART. D. TIME IS OF THE ESSENCE IBJ THIS AGREEMENT. E« F"k ALTERATIGN OR VARIATION OF THE T=RMS OF THIS AGREEMENT SHALL BE VALID UNLESS MADE IN WRITING AND SIGNED RY THE PARTIES HERETO, AND NO ORAL UNDERSTANDING OR AGREEMENT NOT INCORPORATED HEREI!•l-p SHALL BE BINDING O,J ANY OF THE PARTIES HERETO, j. PURPOSE . THE PORROI.WER AGRFES TO FXPEND ALL FUNDS ADVANCED PURSUANT TO THIS AGREEMENT ONLY FOR THE PURPOSES AND IN THE AMOUNTS SET FORTH IN BORROIrdER*S APFROVED APPLICATIO-1. IN TH= EVENT THAT THE COMMISSION DETER' l,NES THAT FUNDS HAVE BEEN EXPENDED FOR PURPOSES OTHER THAN THCSE SPECIFIED, THE FULL AMOUNT OF THE L:RAN* INCLUDING PRINCIPAL AND INTEREST, SHALL BE IMMEDIATELY DUE AND PAYABLE. 4. LOAN DISPURSEMENT SCHEDULE A. THE COMMISSION AGREES TO DISBURSE FUNDS TO THE BORROWER UPON THE PROPER EXECUTION OF THE ATTACHED PROMISSORY NOTE AND THE APPROPRIATE SECURITY INSTRUMENTS, AND REQUIRED SUPPLEMENTAL ODCUMENTS. Es. LOAN FUNDS SHALL BE DISBURSED BASED ON INVOICES SUBMITTED BY BORROWER IN A FORM APPROVED BY COMMISSION AT SUCH TIMES AND IN SUCH AMOUNTS AS DETERMINED APPROPRIATE BY COMP"ISSION IN ORDER, TO ACCOMPLISH THE PURPOSE OF THE LOAN. 5, INTEREST THE LOAN HEREIN SHALL BEAR SIP':PLE INTEREST AT THE RATE SET FORTH IN THE ATTACHED PROMISSORY NOTE ON THE PRINCIPAL BALANCE OF LOAN FUNDS DISBURSED TO THE BORROWER, PAYMENT OF SAID INTEREST SHALL BE DUE AT THE TIME OF REPAYMENT OF THE LOAN TO THE COMMISSION AND SHALL ACCRUE FROM THE TIME OF DISBURSAL TO THE BORROWER UNTIL RECEIPT OF REPAYMENT TO THE COMMISSION. 6. Tr— RI A. THE EFFECTIVE DATE OF THIS AGREEMENT SHALL BE THE DATE OF ITS EXECUTION BY THE C011MISSION. B. THE BORROWER AGREES TO COMPLETE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT WITHIN THE PERIOD STATED IN THE BOR.ROWER•S APPROVED LOAN APPLICATIONe 7. REPAYMEN1T ALL FUNDS ADVANCED "HEREUNDER, TOGETHER WITH ALL INTEREST PAYABLE THFRFON, SHALL BE REPAID TO THE COMMISSION NO LATER THAN THE DATE SPECIFIED IN THE PROMISSORY NOTE. Vii, PREPAYMENT BORROWER SHALL HAVE THE RIGHT TO PREPAY AT ANY TIME ALL OR ANY PART OF THE AMOUNT OF THIS LOAN WITHOUT PENALTY. 9. PRO'ITSSORY NOTE IRI ORDER TO EVIDENCE ITS DEBT TO THE COMMISSION HEREUNDER• THE BORROWER AGREES TO* CONTEMPORANEOUSLY iWITH THE EXECUTION ,0F THIS AGREEMIENT-p EXECUTE AND DELIVER TO THE CDMMISSION A PROMISSORY NOTE. (2) 10. iSE.CURITY <APPLIES ONLY TO NONGOVERNMENTAL BORROWERS1 A. THE COMMISSION MAY REQUIRE SECURITY FOR A LOAN OF $109000 OR MORS. IF REQUIRED BY THE COMMISSION!: (1) BDRR04ER AGREES TO EXECUTE A DEED OF TRUST ON THE PROPERTY TO BE IMPROVED UNDER THE TERMS OF THIS AGREEMENT TO SECURE THE ATTACHED PROMISSORY NOTE, WITH SAID DECD OF TRUST NAMING THE STATE OF CALIFORNIA, CALIFORNIA ENERGY COMMISSION AS BENEFICIARY; BORROWER SHALL ALSO OBTAIN AND DELIVER A STANDARD CLTA TITLE INSUR.A14CE POLICY FOR THE SECURED PRDPERTY, INSURING THE COMMISSIONwS INTEREST AS LENDER, (2) BORROWER FURTHER AGREES THAT, AS PAPT OF ITS LOAN APPLICATION AND AT THE REQUEST OF THE COMMISSION, IT HAS SUBMITTED A CURRENT PRELIMINARY TITLE REPORT AND A CURRENT MARKET VALUE APPRAISAL OF SAID PROPERTY WITH VALUES SUPPORTED 3Y AVAILABLE MARKET DATA WHICH HAS BEEN PREPARED BY A LICENSED APPRAISER, B. FOR ALL NONGOVERNMENTAL LOANS THE BORROWER AGREES THAT IN THE EVENT THAT IT SELLS, TRANSFERS. MCRTGAGESe DISPOSES OR FURTHER .- E 'CUMBERS THE SAID PROPERTY, OR ANY PART THEREOF, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMMISSIONS THEN THE COMMISSION SHALL HAVE THE RIGHT, AT ITS OPTIONS TO DECLARE THE ENTIRE BALANCE OF THE UNPAID PRINCIPAL WITH UNPAID INTEREST DUE THEREON, IMMEDIATELY DUE AND PAYABLE. CONSENT TO ONE SUCH TRANSACTION SHALL NOT BE DEEMED TO BE A WAIVER OF THE RIGHT TO REQUIRE CONSENT TO FUTURE OR SUCCESSIVE TRANSACTIONS. 11. ACCOUNTS A. IF REQUESTED BY THE COMMISSION, THE FORPOWER AGREES TO DEPOSIT ALL FUNDS RECEIVED UNDER THIS AGREEMENT IN A SEGREGATED ACCOUNT IN AN INSTITUTION WHOSE DEPOSITS AR. INSURED BY THE FEDERAL OR THE STATE GOVERNMENTS. F. THE BORROWER FURTHER AGREES TO ESTA3LISH ON ITS BOOKS Ar' ENERGY CONSERVATION LOAM ACCOUNT WHICH SHALL BE MAINTAINED AS LONG AS THE LOAN OBLIGATION REMAINS UNSATISFIED. C. THE: B<`RRrWER FURTHER AGREES TO MAINTAIN RECORDS THAT ACCURATELY AND FULLY SHOW THE DATE, AMOUNT, PURPOSE, AND PAYEE OF ALL EXPENDITURES DRAWN ON SAID ACCOUNT. D. THE BORROWER FURTHER AGREES. TO UTILIZE A VOUCHER SYSTEM BY a1HICH ALL EXPENDITURES FROM 0"^ SAID ACCOUNT WILL PE AUTHORIZED AND A UTHEN!TI CATED. F. THE PC)RROWER FURTHER AGREES TO ALLOW THE COMMISSION OR ANY OTHER AGENCY OF THE STATE, ON WRITTEN REQUEST, TO 14AVE REASONAFLE ACCESS TO AND THE RIGHT OF INSPECTING ALL RECOIRDS THAT PERTAIN TO SAID ACCOUNT AND AGREES TC SUBMIT TO AN INDEPENDENT AUDIT, IF THIS SHOULD BE REQUESTED PY THE COMMISSION, AT THE EXPENSE OF THF B'RRCWFP. 12. , RUDGET THE BORROWER AGREES TO ANNUALLY BUDGET AN AMOUNT AT LEAST SUFFICIENT TO MAKE THE SEMI—ANNUAL PAYMENTS REQUIRED UNDER THIS AGREPITNT• WHICH AMOUNT IS INTENDED TO BE OBTAINED BY SAVINGS IN ENEP.GY COSTS, THE LACK OF SUFFICIENT SAVINGS IN ENERGY COSTS TO MAKE PAYMENTS SHALL NOT EXCUSE BORROWER FROM,, ITS 0BLIGATIC-N UNDER THIS A.GREFMENT. IF 3?RROSWER IS A COUNTY, CITY9 TOWNS T04NSHIPt BOARD OF EDUCATION OR SCHOOL DISTRICT, 80RROWER AGREES THAT THE AMOUNT OF THE SE"-"I—ANNUAL. LOAN REPAYMENT SHALL NOT BE RAISED BY TAE LEVY OF ADDITIONAL TAXES AND SHALL NOT BE A CHARGE AGAINST BORROWERS GENERAL FUNDS BUT SHALL BE DERIVED FROM SAVINGS Ir; ENERGY COSTS RESULTING FROM THF SUBJECT ENE;PfY CONSERVATION PROJECT' OR FROM SPECIAL FUND REVENUES RESERVED TO THE AGENCY OR DEPARTMENT OF WHICH THE SUPJECT rROJECT IS TO BECOME A PART, 13. DEFAULT A. IN THE EVENT THE BORROWER, FOR ANY REASONe IS UNABLE TO PROCEED WITH THE PURPOSE OF THIS AGREEMENT, THE COMMISSION MAY DECLARE THIS AGREEMENT TO HAVE BEEN BREACHED AND BE RELEASED FROM ANY FURTHER PERFORMANCE HEREUNDER. B. IN THE EVENT OF ANY DEFAULT OR BREACH OF THE AGREEMENT BY THE BORROWERS THE COMMISSION. WITHOUT LIMITING ANY OF ITS OTHER LEGAL RIGHTS OR REMEDIES, MAY DECLARE THE PROMISSORY NOTE EVIDENCING- THE Ll,,AN TO BE DUE AND PAYABLE. 14. REPORTING WITHIN TEN DAYS AFTER THE COMMISSIONS WRITTEN REG'UEST9 THE BORROWER. SHALL SUBMIT A STATUS REPORT OV ITS ACTIVITIES TO DATE PURSUANT TO THIS AGREEMENT IN SUCH FOPMAT AS DETERMINED BY THE COMMISSION AND AS OFTEN AS REASONABLY REQUIRED PY THE COMMISSION. 15. FAIR. EMPLOYMENT PRACTICES THE ATTACHED FAIR EMPLOYMENT PRACTICES ADDENDUM IS EXPRESSLY MADE A PART OF THIS AGREEMENT. REFERENCE TO THE. "THE CONTRACTOR" IN THE ADDENDUM SHALL BE CONSIDERED AS REFERENCE TO "THE PORROWER" UNDER THIS AGREEMENT. (4 ) IN WITNESS WHEREOF9 THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO* UPON THE DATE FIRST ABOVE WRITTEN. STATE OF CALIFORNIA, ENERGY COMMI �SSIO ------ r ------------ B- (A ORI D SIGNATURE) ---- ---------------- - ------ TI TLE BORROWER (IF OTHER THAN AN INDIVIDUAL, STATE WHETHER A CORPO ATION9PARTNERSHIP9 ETC.) -- -- ---__- - - - - - - - - - BY (AU HORIZED SIG ATURE) TITLE eve/t tfNC -------7----TT ------------------------------------------------------------- AMOUNT ENCUM?ERED { APPROPRIATION { FUND j CHAPTER { { ENERGY CONSERVATION { $124,311.0^ { SUPPORT { ASSISTANCE ACCOUNT { 1124 ------------------ STATUTES {--------------- { FISCAL YEAR {---------------------- {--------------- { LINE ITEM ALLOTMENT { LOAN NO. 1979 ------------------{---------------{----------------------{--------------- { j 1900-01 { i { 903-44-30 { 94-000 I HEREBY CERTIFY UPON MY OWN PERSONAL KNOWLEDGE THAT BUDGETED FUNDS ARE AV.AILA.BLE FOR THE PERIOD AND PURPOSE OF THE EXPENDITURE STATED ABOVE. ------------------------------------------------------------------------- SIGNIATURE OF ACCOUNTING OFFICER DATF =---------------------------------�----------- I HEREBY CERTIFY THAT ALL CONnITIONS FOR EXEMPTIONS SET FORTH IN STATE ADMINISTRATIVE "MANUAL SECTION 1209 HAVE PEEN COMPLIEC VITH AND THIS DOCUMENT IS EXFMPT FROM REVIEW BY THE DEPARTMENT OF FINANCE. ------------------------------------------------------------------------- SIGNATURE OF OFFIC SIGN 4011 BEHALF OF TH= --------------- - --- ----- ----- (5 ) AGENCY DATE ATTEST•/ Ci y Clerk APPROVFD AS W 0 FO ty of Cue ino Attorney LOAN NO: 94-000 LOAN AMOUNT: 8.11.49311.0 PROM TSSOPY .1107E 1. FOP VALUE. RECFIVE , THE UNDERSIGNED (H=REINAFTER REFERRED TO AS THE "FOR KUiFR.") PROMISES TO PAY TO THE ORRER OF THE STATE OF CALIFORNIA, CALIFOPNIA ENERGY COMMISSION (HEREINAFTER REFERRED TO AS THE AT ITS PPI^CIPAL PLACE OF BUSINESS IN SA.CRAMEr.T09 CALTFOR":IA, OF AT SUCH OTHER PLACE AS THE CCMKISSION MAY DESIGNATE• THE PRINCIPAL SUM OF ONE HUNDRLD FCUPTE_N THOUSAND THREE HUNDRED ELEVEN AND 00/10 DOLLARS ($114011.00) OR SUCH LESSEE; AMOUNT AS SHALL EQUAL THE AGGREGATE A° -"CUNT DISBURSED TO THE BORROWER BY THE COMMISSION AS EVIDENCED 9Y THE ATTACHED DETAIL LIST, TOGETHER WITH INTEREST ON TIME UNPAID PRINCIPAL COMPUTED FRO" THE DATE EACH DISRURS74ENT TO THE HORR WER U-NTIL REPAID BY THE KOPROWER AT THE. INTEREST RATE GF SEVEN AND THREE—(QUARTER PERCENT ( 7.75) PER ANNUM9 PRI%C IP4L AND INTEREST TO BF DUE AND PAYABLE IN SIXTEEN (16) SEMI—ANNUAL INSTALLMENTS OF NINE THOUSAND NINE HUNDRED NINETY—FjUR AND 41/120 DOLLARS ($99994.41) EACH, BEGINNI%G CN OR PEFOnE DECE"^BER 22 OF THE FISCAL YEAR FOLLOWING THE YEAR IN WHICH THE PROJECT IS COMPLETED OR ON DECEMBER 229 1985, WHICHEVER IS THE FIRST TO OCCUR, AND CONTINUING THEREAFTER UNTIL SAID PRI'NCIP'AL AND I'NTFREST HAVE PEEN PAID IN FULL. 2. PAYMFNT OF ANY INSTALLMENT SHALL RE FIRST .APPLIED TO ACCRUED INTEREST TO THE PATE OF DISBURSAL TO THE BORROWER AND THE BALANCE* IF ANY, TO PRI!NC,IPAL. THE BCPPOWEP MAY PnEPAY THIS ''OTE IN FULL CR IN PARTS WITHOUT PENALTO PUT ANY SUCH PREPAYMENT SHALL RE FIRST APPLIED TO PRINCIPAL AND THE BALANCE• IF ANY, TO ACCRUED INTEREST: 3. IF ANY INSTALL`'ENT IS NOT PAID QTTHIN 30 DAYS AFTER ITS DUE DATE, THE COMMISSI5ho AT TTS OPTION MAY REAUIRE THE BORROWER TO PAY A LATE CHARGE EQUAL_ TO 5X OF THE AMOUNT CF THE INSTALLMENT, OR T59 WHICHEVER IS GREATER, 4. FOP. NCN—G'OVERWYENTAL &&ROWERS OF A LOAN OF $109000 OR MORE, THE INDEPTEDNESS EVIDENCED BY THIS NOTE IS MADE PURSUANT TO A LOAN AGREFMENT BETWEEN THE EORROIER AND THE COMmISST ON AND IS SECURED EY A DEED OF TRUST. 5. ON THE OCCURRENCE OF ANY EVENT OF DE:FAJLT, THE COMMISSION* AT ITS SOLE ELECTION, MAY DECLARE ALL OR ANY PORTION OF THE PRINCIPAL AND ACCPUEP I5TEI EST ON THIS NOTE TO BE IMMEDIATELY DUE AND PAYABLE AND MAY +`'R3CEED AT ONCE WITHOUT FURTHER NOTICE TO ENFORCE THIS :NOTE ACCORDING TO LAW* EACH OF THF FOLLOWING CCCURRENCE S SHALL CONSTITUTE AN EVENT OF DEFAULT: A. FAILURE OF THE 60RROWEP TO REPAY ANY PRINCIPAL OR INTEREST WHEN DUE. Uhl^E:R THE TERMS OF TITS NOTE} B* TERVINAT10% OF SAID LOAN AGREEMENT PURSUANT TO THE TERMS THEREOF 09 PREACH BY THE B04ROW5P OF ANY KIMS OF SAID LOAN AGREEMENT: C. FAILURE OF THE BORROWER TO UNDERTAKE IN A TIMELY WAY THE EXPRESS A;Ci IMPLIED ACT IVITIFS FOR 4HICH SAID LOAN A.GRE.EN'ENT H.AS FF.E''\ EXECUTED OF. A SUP TANTIAL REDUCTION EY THE FOPR OWER IN THF SCOPE: OF SAID 4CTIVITIES; D. r'CCURREdCE OF ( 1 ) THE IC R- f)WER►S BECOMIfiG INSC;LVENT OR BANKRUPT OR "FINE= UNABLE OR ADPIITTING IN WRIT T%G ITc INABILITY TO PAY ITS DE"TS AS TF EY iMATURE -'R MAKIN'T A GEVERAL ASSI'CNMEiNT FOR THE P,-N..EFTT "F CR ENTERING INTO ANY COM30SITT.)N OR ARRANGE EENT WITH CRE!)ITO�PS; (S) PROCEEDINGS FOR THE APPOINTMENT OF A RECEIVER• TRUSTEF► ')R LIQUIDATOR OP THE ASSETS OF THE BORROWER OF'' A SUBSTANTIAL PART THEREOF► iIEIPG AUTIORIZED OR INSTITUTED BY OR AGAINST THE PORROkER; nR f -�) PPOCEEDINGS UNDER ANY BANKRUPTCY► "RFORGA;I'IZ.ATICs",)► READJUST"oE.NJ JF DEBT► IN,30LVE',JCY► DISSOLUTION+ LIQUIDATION OR OTHER SIPnILAR LAW OR ANY JURISDICTION BEING AUTHORIZEC OR I",.!STITUTED AGAINST THE E;0RRCiWE.R, 7, NO DFLA.Y OR FAILURE- OF IS -3 ION I.N THE EXERCISE= OF ANY RICHT OR RE' MECY HERE UND':R „Z U`.+CfER ANY OTHER. AGR-E',4ENT► WHICH SECURE -S OR IS REL4TFD HE''RETCI♦ SHALL AFFECT ANY SUCH RIGHT OR PEP'EDY► ANn NO SI":OLE ,�r; PARTIAL EXE GC ISE Or ANY SUCH RI'HT OR R> PjFDY SHALL 'RSCLUDE ANY FHF THER EXERCI SF THERE -OF► Ar,![) NO ACTION TAKEN OR 0"ITTE.D RY C V, ".'iSSI:-t SHALL nDEE-MEr) A WAIVER. :rF ANY SUCH R.I;HT OR REn"17DY. R. AfuY ^!^TICF_ T TF."t. sCRF'.OWEn PRCDfVIDED FCR IN THIS NOTE SHALL BE GIVEN DY'IAILi'' SUCH .,:C,TICE BY CFRTIFIED MAIL ADDRESSED TO THE PORROWER AT THF AL -)Or' ES`_ ST; TED IN THE LOAN AGREEMENT" ti'R TO SUCH OTHER A90RESS Ac. THt t.OP'ROWER "AY DESIGIIIATE BY NOTICE T_° THE COMMISSION. A,NY lr)TICE T3 THE CJMi"ISSI N' .`3HALI. BE GI VEN BY MAILING SUCH NiOTICE FY CFRTIFIED "14 IL F.r..TURP; RECEIPT REQUESTED9 TO, THE COMMISSION AT THE -. DORIES S' STATED IN TIDE L0Ai, AGRFFMENT9 C`R AT SUCH OTHER ADDRESS AS f,1AY ; AVr- tPEE N DESIGNATED flY NOTICE TG THE PORROWER. `3. IF SUIT I`.: FROuGHT TO COLLECT THIS NOTE► THE COMMISSION SHALL eE E. TITLE') TO COLLECT ALL REASONABLE COSTS AvD EXPENSES OF SAIL) SUIT. INCLUDM(=. REASONA°LE ATT ,R E •` FEES. 10. THIS 'u TE SHALL BE BINDING UPON THE BORROW'EF. A.'!C ITS SUCCESSORS ASD ASSIG is A'\11 UP, -;I\ THE COPMISSION AND ITS SUCCESSOPS AND ASSIG^JS. I1. Tldl 7 '+'')T'= SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE L41WS OF T! -E STATE: OF CALIFORNIA. __---- —----------— — — — — — — — — — — — — T IT L' LOAN NO: 94-000 LOAN AMOUNT: $1149311.00 PAGE 1 PROMISSORY NOTE DETAIL TYPE ECM FACILITY N0, 01 THE PRINCIPAL SUM OF FOR: CONVERT 877 MERCURY VAPOR TO HI3H PRESSURE SODIUM RESOLUTION NO. 5528 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CUPERTINO AUTHORIZING EXECUTION OF ENERGY CONSERVATION ASSISTANCE LOAN AGREEMENT WHEREAS, the City desires to participate in the energy conservation loan assistance program made available through the State of California, California Energy Commission; and WHEREAS, a proposed "Energy Conservation Assistance Loan Agreement" with accompanying "Promissory Note" are hereby presented to the City Council and said documents having being approved by the Director of Public Works and the City Attorney; NOW, THEREFORE, BE IT RESOLVED that the Mayor and the City Clerk are hereby authorized to execute the aforementioned documents in behalf of the City of Cupertino. PASSED AND ADOPTED at a regular meeting of the City Council of the City of Cupertino this 19th day of January 1981 by the following vote: Vote Members of the Citv Council AYES: Gatto, Johnson, Plungy, Sparks, Rogers NOES: None ABSENT: None ABSTAIN: None ATTEST: /s/ Dorothy Cornelius City Clerk APPROVED: /s/ Barbara A. Rogers Mayor, City of Cupertino THIS IS To CERTIFY INSTRUMENT ISA THAT THE AND WIHIN OF THE ORIGINAL ON FILE IN ORRECT CO THIS FICI t ATTER? / CITY (6 CLED, 79 TH - CITY ❑,- C' o Y IJP- TINO CfTY