HomeMy WebLinkAbout1992-104
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RESOLUTION NO. 92-104
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO, AUTHORIZING THE LEASE OF CITY HALL
FROM THE REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO, AUTHORIZING THE FORM OF CERTAIN LEGAL
DOCUMENTS RELATED THERETO AND AUTHORIZING AND DIRECTING
THE PREPARATION, EXECUTION AND DELIVERY OF THE FINAL
FORMS THEREOF
7 WHEREAS, the City of San Bernardino (the "city") is a
8 charter city organized and existing under the Constitution and
9 laws of the State of California; and
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WHEREAS, the Redevelopment Agency of the City of
12 San Bernardino (the "Agency") is a redevelopment agency, a public
13 body corporate and politic, duly organized and existing pursuant
14 to the Community Redevelopment Law (Part 1 of Division 24
15 commencing with Section 33000) of the Health and Safety Code of
16 California (the "Community Redevelopment Law"); and
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WHEREAS, the Agency and the City have agreed to enter
19 into a lease agreement, a form of which is on file with the city
20 Clerk (the "Lease Agreement") pursuant to which the Agency will
21 lease city Hall to the City; and
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WHEREAS, the Agency shall agree to assign its right to
24 receive said lease payments to a trustee, and for and in
25 consideration of such assignment, the trustee shall issue
26 $12,000,000 Certificates of Participation
(Series 1992) ,
27 Evidencing Proportionate Interests of the Owners Thereof in Lease
28 Payments to be Made by the City of San Bernardino, California As
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1 the Rental for certain Property, Pursuant to a Lease with the
2 Redevelopment Agency of the city of San Bernardino (the
3 "certificates") on behalf of the city; and
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5 WHEREAS, the certificates shall be secured by a letter
6 of credit issued by Sumitomo Trust & Banking Company, Limited,
7 New York Branch; and
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9 WHEREAS, Miller & Schroeder Financial, Inc., as
10 prospective underwriter of the certificates (the "Underwriter")
11 has informed the Agency that it intends to submit an offer to
12 purchase the Certificates and shall cause to be prepared a
13 Preliminary Official Statement and an Official Statement relating
14 to such certificates as may be necessary in the sale and
15 marketing of the certificates, a form of which Preliminary
16 Official Statement is presently on file with the City Clerk (the
17 "Preliminary Official Statement"); and
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19 WHEREAS, the city has determined to approve the lease
20 under the Lease Agreement and has duly considered such
21 transaction and seeks at this time to approve said transaction
22 and documents in the public interests of the city.
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24 NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE
25 CITY OF SAN BERNARDINO DO HEREBY RESOLVE, DETERMINE AND ORDER AS
26 FOLLOWS:
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1 section 1. Determinations. The city hereby finds
2 and determines that provision for the sale and delivery of the
3 certificates will result in significant public benefits.
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5 Section 2. Aooroval of Final Form of Lease
6 Aareement. The City hereby authorizes and approves the form of
7 Lease Agreement presently on file with the City Clerk together
8 with any changes therein or additions thereto as may be approved
9 by the Mayor when such terms and conditions have been
10 ascertained. The City hereby further authorizes and directs that
11 the form of Lease Agreement presently on file with the City Clerk
12 be converted into the final form of Lease Agreement, together
13 with such changes or modifications as deemed necessary or
14 desirable by the Mayor upon the recommendation of Special
15 Counsel. The Mayor or such other authorized officer of the City
16 is hereby authorized and directed to execute and deliver, and the
17 city Clerk is hereby authorized and directed to attest to, the
18 final form of the Lease Agreement when the same has been prepared
19 and such execution and delivery shall be deemed to be conclusive
20 evidence of the approval thereof. The City hereby authorizes the
21 delivery and performance of the Lease Agreement.
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23 section 3. Sale and Deliverv of the certificates:
24 Aooroval of Form of Trust Aareement: Authorization and Direction
25 of preoaration of Final Forms Thereof. The City hereby
26 authorizes the sale and delivery of the Certificates under and
27 pursuant to the community Redevelopment Law, the Government Code
28 of the State of California and the trust agreement on file with
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1 the city Clerk (the "Trust Agreement") in the principal amount of
2 $12,000,000 and the preparation of certain financing documents
3 related thereto which are necessary to carry out the sale and
4 delivery of the Certificates. The City hereby approves the form
5 of Trust Agreement as presently on file with the City Clerk with
6 such changes thereto as may be approved by the Mayor and as
7 necessary to incorporate such other terms and conditions with
8 respect to the Certificates when such terms and conditions have
9 been ascertained. The City hereby further authorizes and directs
10 that the form of Trust Agreement presently on file with the city
11 Clerk be converted into the final form of Trust Agreement,
12 together with such changes or modifications as deemed necessary
13 or desirable by the Mayor upon the recommendation of Special
14 Counsel. The Mayor or such other authorized officer of the City
15 is hereby authorized and directed to execute and deliver, and the
16 city Clerk is hereby authorized and directed to attest to, the
17 final form of the Trust Agreement when the same has been prepared
18 for and in the name of the City, and such execution and delivery
19 shall be deemed to be conclusive evidence of the approval
20 thereof. The City hereby authorizes the delivery and performance
21 of the Trust Agreement.
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23 Section 4. Approval of Final Form of Remarketinq
24 Aqreement. The city hereby approves the form of Remarketing
25 Agreement presently on file with the city Clerk (the "Remarketing
26 Agreement") together with any changes therein or additions
27 thereto as may be approved by the Mayor when such terms and
28 conditions have been ascertained. The City hereby further
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1 authorizes and directs that the form of Remarketing Agreement
2 presently on file with the City Clerk be converted into the final
3 form of Remarketing Agreement, together with such changes or
4 modifications as deemed necessary or desirable by the Mayor upon
5 the recommendation of special Counsel. The Mayor or such other
6 authorized officer of the city is hereby authorized and directed
7 to execute and deliver, and the city Clerk is hereby authorized
8 and directed to attest to, the final form of the Remarketing
9 Agreement when the same has been prepared and such execution and
10 delivery shall be deemed to be conclusive evidence of the
11 approval thereof. The city hereby authorizes the delivery and
12 performance of the Remarketing Agreement.
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15 Contract. The city hereby approves the form of Purchase Contract
16 presently on file with the City Clerk (the "Purchase Contract")
17 together with any changes therein or additions thereto as may be
18 approved by the Mayor when such terms and conditions have been
19 ascertained. The city hereby further authorizes and directs that
20 the form of Purchase Contract presently on file with the City
21 Clerk be converted into the final form of Purchase contract,
22 together with such changes or modifications as deemed necessary
23 or desirable by the Mayor upon the recommendation of Special
24 Counsel. The Mayor or such other authorized officer of the city
25 is hereby authorized and directed to execute and deliver, and the
26 city Clerk is hereby authorized and directed to attest to, the
27 final form of the Purchase Contract when the same has been
28 prepared and such execution and delivery shall be deemed to be
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Section 5.
of
Final
Form
of
Purchase
Approval
1 conclusive evidence of the approval thereof. The city hereby
2 authorizes the delivery and performance of the Purchase Contract.
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4 section 6. Approval of Final Form of Reimbursement
5 Aqreement. Deed of Trust and Letter of Credit. The city hereby
6 approves the forms of Reimbursement Agreement (the "Reimbursement
7 Agreement"), Deed of Trust (the "Deed of Trust") and Letter of
8 Credit (the "Letter of Credit") presently on file with the city
9 Clerk together with any changes therein or additions thereto as
10 may be approved by the Mayor when such terms and conditions have
11 been ascertained.
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13 section 7. Official Action. The Mayor, the City
14 clerk, Special Counsel and any and all other officers or agents
15 of the City are hereby authorized and directed, for and in the
16 name and on behalf of the City, to do any and all things and take
17 any and all actions, including execution and delivery of any and
18 all assignments, certificates, requisitions, agreements, notices,
19 consents, instruments of conveyance, warrants and other
20 documents, which they, or any of them, may deem necessary or
21 advisable in order to consummate the lawful issuance and sale of
22 the certificates as described herein. Whenever in this
23 Resolution any officer of the City is authorized to execute or
24 countersign any document or take any action, such execution,
25 countersigning or action may be taken on behalf of such officer
26 by any person designated by such officer to act on his or her
27 behalf in the case such officer shall be absent or unavailable.
28 The city hereby appoints the Mayor as agent of the City for
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1 purposes of executing any and all documents and instruments which
2 any officer of the City is authorized to execute hereunder.
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1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO, AUTHORIZING THE LEASE OF CITY HALL FROM THE
2 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, AUTHORIZING
THE FORM OF CERTAIN LEGAL DOCUMENTS RELATED THERETO AND
3 AUTHORIZING AND DIRECTING THE PREPARATION, EXECUTION AND DELIVERY
OF THE FINAL FORMS THEREOF
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section 8.
Effective Date.
This Resolution shall
6 take effect from and after the date of its passage and adoption.
7 I HEREBY CERTIFY that the foregoing Resolution was duly
8 adopted by the Mayor and Common Council of the city of
9 San Bernardino at a
regular
meeting
10 thereof, held on the
16th
day of
March
11 1992, by the following vote, to wit:
AYES:
Council Members Estrada, Reilly, Hernandez, Maudsle ,
Minor, Pope-Ludlam, Miller
NAYS:
None
ABSENT:
None
The
day
()~- f)~
~1ty Clerk
,)
ppr'oved this
/
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Approved as to form and legal content:
23 JAMES F. PENMAN
City Attorney
24 /L....~.)jt
25 BY/6V'VT~~
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SBEOI0ll21DOC\21
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