INTEREST REIMBURSEMENT AGREEMENT
This Interest Reimbursement Agreement (the “Application”) is made and
effective this __ day of _____, 2012, by and between the County of Orange, California
(the “County”) and [INSERT NAME OF SCHOOL DISTRICT] (the “District”).
RECITALS
WHEREAS, the District has requested the County Treasurer to make a bridge
transfer (the “Bridge Transfer”) of monies to meet its current maintenance expenses; and
WHEREAS, the Board of Supervisors by Resolution No. ______ authorized the
Treasurer to make the Bridge Transfer to the District in accordance with the terms of
such Resolution; and
WHEREAS, the Board of Supervisors by Resolution No. ______ authorized and
directed the County Auditor-Controller to reimburse interest paid by the District on the
repayment of the Bridge Transfer to the County in accordance with the terms of such
Resolution and this Agreement.
WHEREAS, the parties to this Agreement desire to mitigate the impacts of the
State’s passage of Senate Bill 89 on school districts in the County, including
unanticipated interest costs associated with the repayment of Bridge Transfers for fiscal
year 2011-2012; and
WHEREAS, the reimbursement of the Districts’ interests costs associated with
the Bridge Transfers serves a public purpose and is necessary to meet the social needs of
County residents in the area of education.
AGREEMENT
Section 1. Claim Procedure.
(a)
Upon the District’s full repayment of all Bridge Transfers made by the
County under Board Resolution No. ___, the District shall submit a written claim to the
County Auditor-Controller for reimbursement of interest it has paid on the Bridge
Transfers.
(b)
31, 2012.
The claims must be submitted between October 31, 2012 and December
(c)
The claim must separately identify the principal amount of the Bridge
Transfer and the interest charged thereon and the District must certify that it has paid the
amounts identified therein.
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Section 2. Payment.
The Auditor-Controller shall reimburse the District for the amount of interest it
has paid on the Bridge Transfers within sixty (60) days following receipt of the District’s
claim made pursuant to Section 1. Reimbursement shall be limited to interest the District
has paid on the Bridge Transfer to the Orange County Investment Pool.
Section 3. Termination of District’s Right to Receive Reimbursement
The District’s right to receive reimbursement pursuant to this Agreement and
Board Resolution No. __ shall immediately terminate upon the following:
(a)
The Auditor-Controller’s allocation of SB 89 VLFAA Increment is
enjoined, prohibited, reversed, or otherwise invalidated.
(b)
A school district within the County files a claim or cause of action,
whether in law or in equity to enjoin, prohibit, reverse, or otherwise invalidate the
Auditor-Controller’s allocation of SB 89 VLFAA Increment.
Section 4. District Payment of Reimbursement.
The District shall pay County the amount of reimbursement it has received
pursuant to this Agreement or Board Resolution No. __ if the Auditor-Controller’s
allocation of SB 89 VLFAA Increment is enjoined, prohibited, reversed, or otherwise
invalidated.
Section 5. Notices.
Any and all notices between the County and the District provided for or permitted
under this Agreement or by law shall be in writing and shall be deemed duly given when
personally delivered to one of the parties or in lieu of such personal service, when
deposited in the United States mail, postage prepaid, addressed to such party at the
following address:
If to the County:
County of Orange
Attention: Shaun Skelly, Interim Auditor-Controller
PO Box 567
Santa Ana, CA 92702-0567
Telephone: (714) 834-2457 Facsimile: (714) 834-2569
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If to District:
[INSERT CONTACT INFORMATION]
Section 6. Governing Law, Venue and Entire Agreement.
This Agreement has been negotiated and executed in the State of California and
shall be governed by and construed under the laws of the State of California. In the event
of any legal action to enforce or interpret this Agreement, the sole and exclusive venue
shall be a court of competent jurisdiction located in Orange County, California, and the
parties hereto agree to and do hereby submit to the jurisdiction of such court,
withstanding Code of Civil Procedure Section 394.
Furthermore, the parties have specifically agreed, as part of the consideration
given and received for entering into this Agreement, to waive any and all rights to request
that an action be transferred for trial to another county under Code of Civil Procedure
Section 394.
This Agreement constitutes the entire agreement between the County and the
District with respect to the reimbursement of interest charged on Bridge Transfers and
supersedes any previous agreement(s), negotiations, proposals or understanding, whether
written or oral concerning such matter, unless expressly included in this Agreement.
Section 7. Dispute Resolution.
In the event of any dispute regarding this Agreement and as a condition precedent
to the filing of any legal action, the District and the County shall meet regarding the
dispute and use their best efforts to resolve the matter. Should the meeting fail to resolve
the dispute, the parties may enter into mediation with an impartial professional mediator
agreed to by both the District and County. The parties agree to pay their own costs and
expenses and pay on-half the cost and expenses of a third-party mediator in accordance
with a dispute hereunder.
Section 8. Amendment or Modifications.
No amendment, modification or other alteration of this Agreement shall be valid
unless in writing and signed by the parties hereto.
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Section 9. Severability.
In the event that any provision herein contained is held to be invalid, void, or
illegal by any court of competent jurisdiction, the same shall be deemed severable from
the remainder of this Agreement and such invalidity shall in no way affect, impair, or
invalidate any other provision contained herein if there is no substantive effect to the
services to be rendered to the County by such judicial finding of invalidity.
Section 10. Counterparts.
This Agreement may be executed in any number of counterparts, each counterpart
shall for all purposes be deemed to be an original, and all such counterparts shall together
constitute but one and the same Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the date first written above.
County of Orange, California
By:___________________________
Approved as to Form
Office of the County Counsel
By:____________________________
Mark D. Servino, Deputy County Counsel
[INSERT NAME OF SCHOOL DISTRICT]
By:________________________________
[NAME OF AUTHORIZED OFF.]
[TITLE]
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