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HomeMy WebLinkAbout4084_CCv0001.pdf RESOLUTION NO. 4084 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDLANDS AUTHORIZING EXECUTION AND DELIVERY BY THE CITY OF ACQUISITION AGREEMENT, GROUND LEASE AGREEMENT, LEASE AGREEMENT, TRUST AGREEMENT AND AGENCY AGREEMENT WITH RESPECT TO THE ISSUANCE AND SALE OF CERTIFICATES OF PARTICIPATION (CITY OF REDLANDS 1985 PROJECTS) , APPOINTING TRUSTEE AND AUTHORIZING ISSUANCE OF SUCH CERTIFICATES IN AN AMOUNT NOT TO EXCEED $12, 000 , 000 WHEREAS, the City Council ( "this City Council" ) of the City of Redlands ( the "City" ) has determined that it is in the best interests of the City and its citizens that the City participate in the financing of the acquisition, construction and installation of certain improvements to the City Municipal Corporation Yard, Fire Station No. 3 and certain equipment for the City through the issuance and sale by the Trustee hereinafter named of Certificates of Partici- pation in a principal amount which shall not exceed $12 , 000, 000 which will be designated Certificates of Participation (City of Redlands 1985 Projects) ( the "Certificates" ) ; and WHEREAS, in order to accomplish the acquisition, construction and installation of said improvements and equipment and the issuance and sale of the Certificates , it is necessary that the City enter into the Acquisition Agree- ment, the Ground Lease Agreement , the Lease Agreement, the Trust Agreement and the Agency Agreement , hereinafter more particularly described, and that certain other action be taken and authorized; and WHEREAS, this City Council has determined, pursuant to Section 37350 of the Government Code, that it is for the common benefit that the City sell the City Municipal Corpo- ration Yard site and the improvements thereon to Redlands Public Improvement Corporation, upon the terms and condi- tions set forth in said Acquisition Agreement , and that the City lease to said corporation the site where Fire Station NO. 3 will be located, upon the terms and conditions set forth in said Ground Lease Agreement , so that the afore- mentioned improvements to the City Municipal Corporation Yard may be made and Fire State No. 3 may be constructed as provided in the Lease Agreement; NOW, THEREFORE, BE IT RESOLVED AND ORDERED BY THE CITY COUNCIL OF THE CITY OF REDLANDS AS FOLLOWS: 1 . The agreements entitled "Acquisition Agree- ment , " "Ground Lease Agreement, " "Lease Agreement" and "Agency Agreement" to be entered into by and between the City of Redlands and Redlands Public Improvement Corporation ( the "Corporation" ) , dated as of August 1, 1985, which provide generally for ( i ) the sale by the City to the Corpo- ration of the City Municipal Corporation Yard site and improvements, ( ii ) the leasing by the City to the Corpo- ration of the site where Fire Station No. 3 will be constructed by the Corporation, ( iii ) the acquisition, -2- construction and installation of said improvements to the City Municipal Corporation Yard and Fire Station No. 3 and the acquisition and installation of said equipment by the City, as agent of the Corporation, with the proceeds of the Certificates, ( iv) the leasing by the Corporation to the City of the completed improvements to the City Municipal Corporation Yard and Fire Station No. 3 and the sites where they will be located, and said equipment, as installed, and (v) the payment by the City to the Corporation of Lease Payments in amounts which will be sufficient to pay the principal and interest owing on the Certificates in each year following the completion of the acquisition, construction and installation of said improvements, fire station and equipment , are hereby approved, and the Mayor and City Clerk , are hereby authorized to execute, acknowledge and deliver said agreements on behalf of the City. 2. The agreement entitled "Trust Agreement" to be entered into by and among the City, the Corporation and Bank of America National Trust & Savings Association, as Trustee ( the "Trustee" ) , dated as of August 1 , 1985, which provides generally for ( i ) the issuance by the Trustee of the Certificates, ( ii ) the establishment and maintenance by the Trustee of certain funds for the benefit of the City and the owners of the Certificates, and ( iii ) the performance of other duties by the Trustee, is hereby approved and the -3- Mayor and City Clerk are hereby authorized to execute, acknowledge and deliver said agreement on behalf of the I City. 3 . The agreement entitled "Assignment Agreement" to be entered into by and between the Corporation and the Trustee, dated as of August 1, 1985, which provides for the assignment by the Corporation to the Trustee of all the Corporation' s rights under the Acquisition Agreement , the Ground Lease Agreement and the Lease Agreement, is hereby approved. 4 . The approval of said agreements given hereby shall apply to any modification or amendment of any of said agreements which is specified and approved by Special Counsel to the City, the Underwriter ' s Counsel and the City Manager as being necessary to carry out the provisions thereof and the authorizations contained in this resolution. 5. Bank of America National Trust & Savings Association is hereby appointed as Trustee pursuant to the Trust Agreement, to take any and all action provided therein to be taken by the Trustee, and is further designated and appointed as paying agent for the Certificates. 6 . The form of the Certificates as set forth in the Trust Agreement is hereby approved, and Bank of America National Trust & Savings Association, as Trustee, is hereby authorized to issue the Certificates in an aggregate prin- cipal amount which shall not exceed $12 , 000 , 000 , subject to -4- i an award of the sale thereof by this City Council, and to apply and expend the proceeds thereof as specified in the Trust Agreement ; provided that the City Manager and Finance Director are hereby authorized to determine the final aggre- gate principal amount of the Certificates to be issued based on their determination of the amount needed to finance the cost of the acquisition of the real property and improve- ments to be acquired, the cost of the construction of the improvements to the City Municipal Corporation Yard and Fire Station No. 3 and the cost of the acquisition and installa- tion of said equipment . 7. The Mayor , City Clerk , City Manager and Finance Director are hereby authorized to take any and all action which is directed by Special Counsel to the City with respect to the execution, acknowledgement and delivery of the aforementioned agreements and the issuance and sale of the Certificates, including but not limited to purchasing municipal bond insurance, which in the opinion of said Special Counsel is necessary in order for the authorizations and direction provided in this resolution to be carried out . ADOPTED this 16th day of July, 1985 . C�"A & � C,- Mayor of the City of Redlands ATTEST: City lerk o City of Redlands -5- j: r; I , LORRIE POYZER, City Clerk of the City of Redlands, California, do hereby certify that the foregoing Resolution No. 4084 was regularly introduced and adopted by the City Council of the City of Redlands , r California, at a regular meeting thereof held on the 16th day of July, 1985, by the following vote of the City Council : AYES: Councilmen Johnson , Larsen; Mayor Beswick NOES: None ABSENT: Councilmen DeMirjyn , Martinez ABSTAINED: None and that said resolution has not been amended, superseded or repealed, and is in full force and effect . IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Redlands, California, this 16th day of July 1985 . City,IzClerk of/, e City of Redlands -6- RTA0077A