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HomeMy WebLinkAboutResolution - 1776 RESOLUTION NO. 1776 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN JACINTO AUTHORIZING THE EXECUTION AND DELIVERY OF AN AMENDED SITE LEASE, A LEASE/PURCHASE AGREEMENT, AN AGENCY AGREEMENT, A TRUST AGREEMENT, A REIMBURSEMENT AGREEMENT, A CERTIFICATE PURCHASE CONTRACT, AN OFFICIAL STATEMENT AND CERTAIN OTHER AGREEMENTS AND DOCUMENTS AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH On motion of Councilman Redding , seconded by Councilman Oivir)e, the following resolution is adopted. WHEREAS, the City of San Jacinto, a municipal corporation - duly organized and existing under and pursuant to the Constitution and laws of the State of California (the "City" ) , is authorized under provisions of the Constitution and laws of the State of California, to enter into leases and agreements relating to real property to be used by the City; and WHEREAS , the City has leased certain real property to the Redevelopment Agency of the City of San Jacinto (the "Agency" ) - under a Site Lease, dated as of December 1 , 1987, by and between the City and the Agency, for the purpose of constructing certain facilities thereon, which Site Lease the City proposes to amend pursuant to an Amended Site Lease described herein for the purpose of constructing additional facilities thereon; and WHEREAS, the City proposes to enter into the Lease/Purchase Agreement described herein to provide financing for the acquisition and construction of a fire station and related and appurtenant facilities and property identified in such Lease Agreement and incorporated herein by reference (such fire station and facilities and property are herein referred to as the "Project" ) ; and WHEREAS, the City proposes to enter into the Agency Agreement described herein so that the Agency may appoint the City as its agent in connection with the acquisition and construction of the Project; and WHEREAS, the City proposes to authorize the trustee under the Trust Agreement described herein to execute and deliver Certificates of Participation ( 1988 Fire Station Project) (the "Certificates" ) evidencing proportionate interests in rent to be paid by the City under the Lease Agreement; and WHEREAS, the City proposes to enter into the Reimbursement Agreement described herein so that the Agency may reimburse the City for all or a portion of the rent to be paid by the City under the Lease Agreement; and 2 3129001/35 (LA) WHEREAS, the City proposes to enter into the Certificate Purchase Contract described herein in connection with the sale of the Certificates; WHEREAS, Section 265 of the Internal Revenue Code of 1986, as amended (the "Code" ) , provides that , under certain circumstances , certain obligations the interest on which is excludible from gross income for federal income tax purposes pursuant to Section 103 of the Code may be designated by the issuer thereof as "qualified tax-exempt obligations" , thereby ,allowing certain financial institutions that are owners of such obligations a deduction for a portion of such institution' s interest expense that is allocable to tax exempt interest , all as determined in accordance with Section 265 and Section 291 of the Code and the City desires to designate the Certificates as "qualified tax-exempt obligations" within the meaning of Section 265 of the Code; and WHEREAS, the City has found and determined that : ( 1) the Certificates to be delivered by the trustee under the Trust Agreement described herein are not private activity bonds within the meaning of Section 141 of the Code; (2) the net proceeds of the Certificates are to be used for local governmental activities of the City; 3 3129001/35 (LA) (3 ) neither the City nor any subordinate entities thereof has heretofore issued or caused to be issued any obligations in calendar year 1988 the interest on which is excludible from gross income for federal income tax purposes pursuant to Section 103 of the Code; and (4) neither the City nor any subordinate entities thereof reasonably anticipates issuing or causing to be issued during the balance of calendar year 1988 any obligations the interest on which is excludible from gross income for federal income tax purposes pursuant to Section 103 of the Code; and WHEREAS, the City has found and determined that : ( 1) the Project is of benefit to the San Jacinto Redevelopment Project Area or the immediate neighborhood in which the Project is located. (2) no other reasonable means of financing the Project are available to the community. WHEREAS , all acts , conditions and things required by the Constitution and laws of the State of California to exist, to have happened and to have been performed precedent to and in connection with the consummation of the financing authorized 4 3129001/35 (LA) hereby do exist , have happened and have been performed in regular and due time, form and manner as required by law, and the City is now duly authorized and empowered, pursuant to each and every requirement of law, to consummate such financing for the purpose, in the manner and upon the terms herein provided; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SAN JACINTO AS FOLLOWS : Section 1 . Declaration of Intent . It is the intent of the City to finance the Project from the proceeds of the Certificates . In the event any portion of such Project is acquired or constructed prior to the sale of the Certificates from other available moneys of the City, it is the intent of the City to reimburse the acquisition or construction cost of such portion of the Project from the proceeds of the Certificates . Section 2 . Findings . The City hereby specifically finds and declares that the actions authorized hereby constitute and are with respect to public affairs of the City and that the statements , findings and determinations of the City set forth in the preambles of the documents approved herein are true and correct, and that the City hereby declares its intention of entering into the Lease/Purchase Agreement described in the following Section 5 . 5 3129001/35 (LA) Section 3 . Amended Site Lease. The form of Amended Site Lease, dated as of December 1, 1987, and amended and restated as of September 1 , 1988 , by and between the Agency and the City, presented to this meeting and on file with the Deputy City Clerk to the City Council of the City (the "Clerk" ) , is hereby approved. The Mayor of the City incumbent at the time of execution of the documents described herein (the "Mayor" ) or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Agency said Amended Site Lease in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof . Section 4 . Designation as Qualified Tax Exempt Obligation. The Certificates to be delivered by the trustee under the Trust Agreement are hereby designated as "qualified tax-exempt obligations" within the meaning of Section 265(b) (3) of the Code and the Certificates may contain a legend thereon to that effect . Section 5 . Lease/Purchase Agreement . The form of Lease/Purchase Agreement , dated as of September 1 , 1988, by and between the Agency and the City, presented to this meeting and 6 3129001/35 (LA) on file with the Clerk , is hereby approved. The Mayor or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Agency said Lease/Purchase Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof, provided that the maximum annual rent payable therein shall not exceed $825 , 000 . Section 6 . Agency Agreement . The form of Agency Agreement, dated as of September 1 , 1988, by and between the Agency and the City, presented to this meeting and on file with the Clerk, is hereby approved. The Mayor or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Agency said Agency Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof . Section 7 . Trust Agreement . The form of Trust Agreement, dated as of September 1 , 1988 , by and among the trustee named therein (the "Trustee" ) , the Agency and the City, presented to this meeting and on file with the Clerk, is hereby approved. 7 3129001/35 (LA) The Mayor or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Agency and the Trustee said Trust Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof, provided that the maximum amount of Certificates executed and delivered with respect to the acquisition and/or construction costs of the Project shall not exceed $5,000, 000 . Section 8 . Reimbursement Agreement . The form of Reimbursement Agreement , dated as of September 1 , 1988, by and between the Agency and the City, presented to this meeting and on file with the Clerk, is hereby approved. The Mayor or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute, acknowledge and deliver to the Agency said Reimbursement Agreement in substantially said form, with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof . Section 9 . Certificate Purchase Contract . The form of Certificate Purchase Contract , by and among the City, the 8 3129001/35 (LA) Agency and First California Regional Securities , Inc . (the "Underwriter" ) and acknowledged by the Trustee, presented to this meeting and on file with the Clerk, is hereby approved. The Mayor or such other person designated by the Mayor is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Underwriter said Certificate Purchase Contract , with such changes therein as such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof , provided, however, that the interest rate payable with respect to the Certificates does not exceed 8 7/8%, the underwriting discount does not exceed 2 . 5%, and the maximum annual principal and interest payable with respect to the Certificates does not exceed $825, 000 . Section 10 . Official Statement . The City Manager and the Mayor be and each of them is hereby authorized and directed to cooperate with the Underwriter of the Certificates in the preparation of an official statement with respect to the Certificates (the "Official Statement" ) if so requested by the Underwriter of the Certificates and the Mayor or such other person designated by the Mayor shall execute and deliver such Official Statement, if so requested by the Underwriter of the Certificates . The Underwriter of the Certificates is authorized to distribute such Official Statement if approved by such officers . 9 3129001/35 (LA) Section 11 . Other Agreements . The Mayor or such other person designated by the Mayor is further authorized and directed to enter into such other agreements and to determine such other fees and expenses payable pursuant thereto in order to consummate and give effect to the financing. The execution and delivery of the documents referred to above by the Mayor shall conclusively evidence the approval by the City of each of such documents and the fees and expenses thereunder . Section 12 . Attestations . The Clerk is hereby authorized and directed to attest the signature of the Mayor or such other person designated by the Mayor, and to affix and attest the seal of the City, as may be required or appropriate in connection with the execution and delivery of said Amended Site Lease, Lease/Purchase Agreement, Agency Agreement, Trust Agreement, Reimbursement Agreement, Certificate Purchase Contract , Official Statement and related documents . Section 13 . Other Actions. The City Manager or such other person designated by the City Manager is hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary or advisable in order to consummate the sale, execution and delivery of the Certificates and otherwise to carry out, give effect to and comply with the terms and intent of this resolution, the Certificates , Amended Site Lease, 10 3129001/35 (LA) Lease/Purchase Agreement , Agency Agreement, Trust Agreement, Reimbursement Agreement , Certificate Purchase Contract , Official Statement and related documents . Such actions heretofore taken by such officers are hereby ratified, confirmed and approved . Section 14 . Effect . This resolution shall take effect immediately upon its passage. PASSED AND ADOPTED this 20th day of September, 1988, by the following vote: AYES : Councilman Ford, Stevens , Divine, Redding and Stuart NOES : None ABSENT: None ' rf M yor 9 r Depu y UltY Clerk CERTIFICATE The foregoing is certified to be a true copy of Resolution No. 1776 duly adopted by the said City Council of the City of San Jacinto on the date therein set forth. putt' City Clerk _ 11 3129001/35 (LA) STATE OF CALIFORNIA ) ss . RIVERSIDE COUNTY ) I , Helen Sherman, Deputy City Clerk of the City of San Jacinto, do hereby certify that the foregoing resolution was duly adopted by the City Council of said City at a meeting held on the 20th day of September , 1988, and that it was so adopted by the following vote: AYES: Councilmen Ford, Stevens, Divine, Redding and Stuart NOES : None ABSENT: None ABSTAIN: None and that such resolution has not been amended, modified or rescinded and is in full force and effect as of this date . Date: September 20 , 1988r�Le D uty City Clerk 12 3129001/35 (LA) c STATE OF CALIFORNIA ) ss . RIVERSIDE COUNTY ) I , Helen _Shaman_, Deputy City Clerk of the City of San Jacinto, do hereby certify that the foregoing is a full , true and correct copy of the resolution which was duly adopted by the City Council of said City at a meeting held on the 20th day of September 1988 , that such resolution has not been amended, modified or rescinded and is in full force and effect as of this date. Date; September 24., 1988 Deputy City Clerk 13 3129001/35 (LA)