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HomeMy WebLinkAbout1985-476 .' . . SBE 066-8(2,224-8)/1108S/ak 11/18/85 85-476 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION WITH THE AUTHORIZATION, SALE AND ISSUANCE OF ITS CITY OF SAN BERNARDINO, CALIFORNIA, MULTIFAMILY HOUSING REVENUE BONDS 1985 SERIES ,(CASTLE PARK APARTMENTS PROJECT) IN A PRINCIPAL AMOUNT NOT TO EXCEED $22,000,000 RESOLUTION NO. WHEREAS, the City of San Bernardino, California (the "City"), is authorized and empowered by Ordinance No. 3815, as amended (the "Ordinance"), to make construction loans and mortgage loans to finance various types of projects, as defined in the Ordinance, and to issue its special revenue bonds for the purpose of enabling various developers to finance the cost of such projects, and has amended the same from time to time; and WHEREAS, said Ordinance is intended to finance the development of industry and commerce and to thereby broaden the employment opportuni ties and to increase the avai labi Ii ty of safe and sanitary housing which is affordable at rental rates by persons and families in the lower end of the rental spectrum and there is a consequent need to encourage t~e construction or development of rental units affordable by such persons and otherwise to increase the rental housing supply in the City for such persons without any liability to the City whatsoever; and - 1 - WHEREAS, CastleBar, Inc., a California corporation, or its successors or assigns (the "Company"), has previously submitted a certain application (the "Application"), to the Mayor and Common Council of the City of San Bernardino, California (the i'Mayor and Common Council"), for tax-exempt financing for a certain multifamily rental housing development pursuant to Ordinance 3815, as amended, as more fully described in said Application (the "Project"); and WHEREAS, the Project consists of the construction and financing of a five hundred and eight (508) unit multifamily rental housing development on an approximately twenty-nine (29) acre site located on the southwest corner of the intersection of College Avenue and Varsity Drive bounded on the southwest by the Interstate l5E Freeway in the City as more fully described in the Application and shall consist on one hundred and sixteen (116) one-bedroom, one-bath rental units, two hundred and twenty (220) two-bedroom, one-bath rental units and one hundred and seventy-two (172) two-bedroom, two-bath rental units, on-si te vehicle parking spaces, laundry and recreational rooms, appurtenant landscaping and other improvements; and WHEREAS, pursuant to Resolution No. 85-38, adopted on January 21, 1985, of the Mayor and Common Council, said Mayor and Common Council has previously declared its intent to issue multifamily mortgage revenue bonds in an aggregate principal amount not to exceed $21,000,000 for the purpose of financing the Project; and - 2 - WHEREAS, the City has, by the approval of the Mayor and Common Council after a duly noticed public hearing held on September 9, 1985, adopted its Resolution No. 85-347, found and determined that the purposes and intent of the Ordinance will be furthered by the issuance by the City of its multifamily mortgage revenue bonds as provided therein and further found that in view of certain increases in the tota 1 anticipated cost of the Proj ect, declared its intent to issue multifamily mortgage revenue bonds in an aggregate principal amount not to exceed $22,000,000; and WHEREAS, the Project will be financed through the issuance of the tax-exempt bonds hereinafter referred to by the City pursuant to a program of the City applicable to such financing (the "Program"); and WHEREAS, all acts, conditions and things required by the Ordinance, and by all other laws of the State of California, to exist, to have happened and to have been performed precedent to and in connection with the issuance of the aforesaid multifamily residential mortgage revenue bonds 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 issue such multifamily residential mortgage revenue bonds for the purpose, in the manner and upon the terms herein provided; and - 3 - WHEREAS, said multifamily mortgage revenue bonds are to be issued hereunder in an aggregate principal amount not to exceed $22,000,000 for the purpose, among others, of providing moneys to make mortgage loans pursuant to the Program and are to be designated as the "City of San Bernardino, California, Multif ami ly Housing Revenue Bonds 1985 Series (Castle Park Apartments Project) (the "Bonds"). NOW, THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO DO HEREBY FIND, RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. true and correct. The above recitals, and each of them, are Section 2. The City hereby finds and determines that the public purpose of increasing the supply of rental housing in the City will be furthered hereby, and this Resolution is being adopted pursuant to the powers granted by the Ordinance. The City hereby acknowledges and approves that the Bonds may be issued in one or more series or phases of financing for the Project to be undertaken by the Company, as described in the recitals hereof, provided, however, that the total principal amount of the Bonds which shall be issued for the Project shall not exceed $22,000,000. - 4 - Section 3. The Executive Director of the Redevelopment Agency of the Ci ty of San Bernardino, or such other person as the Mayor and Common Council may from time to time designate, is hereby designated to administer the Program as shall be undertaken by the Company. Section 4. The Indenture of Trust by and between the City and the trustee for the Bonds as shall be appointed prior to the date of issuance of the Bonds (the "Trustee"), securing the Bonds, dated as of November 1, 1985 (the "Indenture"), and as presented to the City at this meeting is hereby approved; and the Mayor and the City Clerk are hereby authorized and directed, for and in the name of the City, to execute such Indenture. Said Indenture shall be executed in substantially the form hereby approved, with such changes therein as the officers executing the same may approve prior to the issuance and delivery of the Bonds with the approval by the City Attorney and Bond Counsel of any changes, amendments or modifications, and such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. The Loan Agreement dated as of November 1, 1985, by and between the City and the Company (the "Loan Agreement"), as presented to the City at this meeting is hereby approved; and the Mayor and the City Clerk are hereby authorized and directed, for and in the name of the City, to execute the Loan Agreement with the Company. The Loan Agreement shall be executed in - 5 - substantially the form hereby approved, with such changes therein as the officers executing the same may approve with the approval thereof by the City Attorney and Bond Counsel, and such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. The form of the Regulatory Agreement by and between the City and the Company (the "Regulatory Agreement"), presented at this meeting and on file with the City Clerk is hereby approved, and the Mayor and the City Clerk are hereby authorized and directed for and in the name and on behalf of the City to execute such Regulatory Agreement in said form with such changes therein as the officers executing the same may approve with the approval thereof by the City Attorney and Bond Counsel, and such approval to be conclusively evidenced by the execution thereof. Section 7. Pursuant to the Ordinance, the Bonds shall be sold and issued as hereinafter provided in the aggregate principal amount not to exceed $22,000,000 as specified in the Bond Purchase Agreement hereinafter mentioned. The purposes for which the proceeds of the Bonds shall be expended are for the deposit of a portion or all of the Bond proceeds with the Trustee for the funding of the Project and for such other purposes as are set forth in the proposed form of the Indenture presented at this meeting and on file with the City Clerk. - 6 - Section 8. The trustee for the Bonds as shall be appointed and designated to serve as Trustee for the City and the owners of the Bonds prior to the date of issuance of the Bonds, with the duties and powers of such Trustee as set forth in the Indenture is hereby approved, and the City shall enter into such agreement with the Trustee for the payment of fees which shall only be payable from amounts so available pursuant to the Indenture and not any other assets or funds of the City. Section 9. The form of the Bonds as set forth in the Indenture (as the Indenture may be modified as hereinbefore provided) is hereby approved. The Mayor and the City Clerk are hereby authorized and directed to execute, in the name and on behalf of the City and under its seal, such Bonds in the aggregate not to exceed the principal amount set forth hereinabove in accordance with the Indenture. Section 10. The proposed form of the Bond Purchase Agreement and the sale of the Bonds pursuant thereto are hereby approved, provided that the purchas~ price of the Bonds and the rate or rates of interest shall have been approved by the Mayor or the Executive Director of the Redevelopment Agency of the City of San Bernardino and, subject to such approval, the Mayor or the Executive Director of the Redevelopment Agency of the City of San Bernardino are hereby authorized and directed to evidence the City's acceptance of the offer made by said Bond Purchase Agreement - 7 - by executing and delivering said Bond Purchase Agreement in said form with such changes therein as the officers executing the same and the City Attorney may approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 11. The Executive Director of the Redevelopment Agency of the City of San Bernardino or other city official are hereby authorized and directed to execute one or more requisitions authorizing the Trustee under the aforesaid Indenture to pay the Costs of Issuance for the Bonds from the Funds and Accounts established under and pursuant to the Indenture. Section 12. The officers of the City are hereby authorized and directed, jointly and severally, to do any and all things to execute and deliver any and all documents, including the Bonds, which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds, and otherwise to effectuate the purposes of this Resolution; and any such actions as previously taken by such officers in furtherence of the issuance and delivery of the Bonds are hereby ratified and confirmed. Section 13. The Company shall provide appropriate covenants in the tax-exempt financing documents as may hereinafter be submitted to the City for consideration and approval in a form acceptable to the City Attorney and Bond Counsel and to assure that - 8 - not less than twenty percent (20%) of the multifamily rental housing units included in the Project are to be occupied or reserved for occupancy by the individuals of low and moderate income as provided in the Code. Section 14. Based upon certain factors and considerations which are applicable to the Project of the Company, the Mayor and Common Council, by adoption of its Resolution No. 85-294 on August 5, 1985, has granted to the Company a density bonus, as defined by Government Code Section 65915 and 65915.5, affecting the property on which the Project is to be constructed. The Regulatory Agreement by and between the Company and the City- shall contain provisions satisfactory to the City Attorney to implement the density bonus as affecting the Project and implementing the provisions of Government Code Section 65915. Section 15. Adoption of this Resolution shall not be construed as approval of the plans or concept of the proposed development, nor as an indication that the Mayor and Common Council will hereafter take any particular action toward granting any planning, zoning, or other approval relating to a plan of development. The Mayor and Common Counci 1 reserves its right to evaluate any future administrative procedures and appeals based solely on the information available at the time of consideration, including any actions or recommendations by or appeals from the Development Review Committee and the Planning Commission. Nothing herein shall be construed as advance commitment or approval as to any such matter, and the Company is hereby notified that normal - 9 - planning processing shall be required, in accordance with the standard procedures of the City and that the Company will be required to comply with all applicable laws and ordinances of the City, State and federal government. Section 16. The above-mentioned documents necessary for the issuance, sale and delivery of the Bonds shall contain language especially intended for the full and complete protection of the City against liabi li ty from any covenants or agreements wi thin the said Bond documents to assure that, in any event, the bondho Iders shall look only to the revenues pledged for the Bonds, and not to the revenues or general funds of the City unless specifically pledged in - other than a conduit financing. For this purpose, Bond Counsel shall also include in all subsequent appropriate documents for the type of bond issue being considered, language substantially as follows: "Non-recourse paragraph: The Issuer's obligations hereunder and under the Loan Agreement and the Regulatory Agreement are on a 'non-recourse' basis, and payment of any amounts which are owed or may become due hereunder or under the Loan Agreement or Regulatory Agreement shall not be enforced against the Issuer or any of its public off icials, officers, employees, agents, or other personnel, but only against the property which is subj ect to the Deed of Trust, and any further security which may, from time to time, be hypothecated for this Indenture, the Regulatory Agreement or the Loan Agreement." - 10 - " "Exculpation of Issuer: The Issuer will not be liable to the company, to any bondholder, or to any other person for, and the company and the trustee, on behalf of the bondholders, hereby release the Issuer from all liability to the company, any bondholder, or any other person, for losses, costs, damages, expenses and liabilities even if such losses, costs, damages, expenses and liabilities directly or indirectly result from, arise out of or relate to, in whole or in part, one or more negligent acts or omissions of the Issuer or any of the officers, directors, employees, agents, servants or any other party acting for or on behalf of the Issuer in connection with the issuance of the bonds or performance by the Issuer of its obligations under the indenture, the loan agreement, the regulatory agreement, or any other agreement related to the indenture. The Issuer's obligations hereunder are on a 'non-recourse' basis, and payment of any amounts which are owed or may become due hereunder shall not be enforced against the Issuer or any of its public officials, officers, employees, agents, and other personnel, but only against the property which is sUbject to the Deed of Trust and any other further security which may, from time to time, be hypothecated hereunder." As appropriate, the language shall be changed if the security is something other than a deed of trust, and if the documents being utilized are other than a loan agreement and regulatory agreement. Notice of non-recourse and exculpation of the issuer provisions shall be prominently included in any official statement or other equivalent disclosure documents. Section 17. The language shall be subject to revision, as may be appropriate, depending upon the documents involved, the type of security offered, and other similar considerations, but in any event language substantially as specified herein shall be - 11 - " '. , , , included in all appropriate Bond documents. In the event that Bond Counsel recommends against any such language, Bond Counsel shall specifically advise the City or the Authority that such language not be included with reasoning therefor. Unless such request is so made by Bond Counsel and approved by the City or the Authority, such language shall be included in all appropriate Bond documents. Section 18. This Resolution shall take effect upon adoption I HEREBY CERTIFY adopted by the Mayor San Bernardino at a held on the 1 Rt-h day of the following vote, to wit: that and the foregoing Common Council regualr resolution of the meeting was duly Ci ty, of thereof, - 1985, by T\Tn,,~mh~r AYES: Council Members R~~r~n~ R~;lly. M~r~Q. Qn;,:l!lJ Fr;:l7.;~r ~rr;r"kl~r NAYS: rnnnr"il MAmh,:loT Hprn;::ann~7 ABSENT: NnnA day of The foregoing NOVAmhAr ~/~ crcy Clerk resolution is hereby approved this -<a?:;t , 1985. ~~~ San Bernardino Approved as to form: ~~~o1:~ - 12 -