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RESOLUTION NO. 2017-93
RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE AMENDMENT OF DOCUMENTS RELATING
TO THE REFUNDING CERTIFICATES OF PARTICIPATION (1999 POLICE
STATION, SOUTH VALLE AND 201 NORTH E STREET PROJECTS), APPROVING
THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION
THEREWITH AND CERTAIN OTHER MATTERS
WHEREAS, the City of San Bernardino (the "City"), a municipal corporation and
charter city duly organized and existing under and pursuant to the Constitution and laws of the
State of California, has previously authorized the execution and delivery of Refunding
Certificates of Participation (1999 Police Station, South Valle and 201 North E Street Projects)
(the "Certificates") to refinance the acquisition of certain facilities; and
WHEREAS, the Certificates were executed and delivered pursuant to a Trust
Agreement, dated as of September 1, 1999 (the "Trust Agreement"), by and among the City,
the San Bernardino Joint Powers Financing Authority (the "Authority") and U.S. Bank
National Association, as trustee (the "Trustee"); and
WHEREAS, the Certificates were secured by payments made by the City under a
Police Station Lease Agreement, dated as of September 1, 1999 (the "Police Station Lease
Agreement"), by and between the Authority, as lessor of certain assets described in the Police
Station Lease Agreement, and the City, as lessee; and
WHEREAS, the Mayor and the Common Council of the City have determined that it is
in the best interest of the City to amend the Trust Agreement and the Police Station Lease
Agreement and enter into an Escrow Agreement (the "Escrow Agreement") with U.S. Bank
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National Association, as Escrow Agent, in order to enable the City and the Authority to apply
certain moneys held thereunder to prepay the Certificates; and
WHEREAS, the Mayor and the Common Council of the City have determined that,
upon the prepayment of the Certificates, it is in the best interest of the City to enter into a
termination agreement for the Police Station Lease Agreement with the Authority (the "Police
Station Lease Termination") and, as successor lessor to the Successor Agency to the
Redevelopment Agency of the City of San Bernardino, to enter into a termination agreement
for a Police Station Site and Facility Lease dated as of September 1, 1999 (the "Site and
Facility Lease Termination").
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COUNCIL OF THE CITY OF SAN BERNARDINO, AS FOLLOWS:
Section 1. Amendment No. 1 to Trust Agreement, in substantially the form attached
hereto as Exhibit "A," is hereby approved. The Mayor, any member of the Common Council,
the City Attorney, the City Manager or the designee thereof (the "Authorized Officers") are
hereby authorized and directed to execute and deliver Amendment No. 1 to Trust Agreement
with such changes, insertions and omissions as may be recommended by the City Attorney or
by Stradling Yocca Carlson & Rauth, a Professional Corporation ("Special Counsel") and
approved by the officer executing the same, said execution being conclusive evidence of such
approval.
Section 2. Amendment No. 1 to Police Station Lease Agreement, in substantially the
form attached hereto as Exhibit `B," is hereby approved. The Authorized Officers are hereby
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authorized and directed to execute and deliver Amendment No. 1 to Police Station Lease
Agreement with such changes, insertions and omissions as may be recommended by the City
Attorney or by Special Counsel and approved by the officer executing the same, said execution
being conclusive evidence of such approval.
Section 3. The Escrow Agreement, in substantially the form attached hereto as Exhibit
"C," is hereby approved. The Authorized Officers are hereby authorized and directed to
execute and deliver the Escrow Agreement with such changes, insertions and omissions as may
be recommended by the City Attorney or by Special Counsel and approved by the officer
executing the same, said execution being conclusive evidence of such approval.
Section 4. The Police Station Lease Termination, in substantially the form attached
hereto as Exhibit "D", is hereby approved. The Authorized Officers are hereby authorized and
directed to execute and deliver Police Station Lease Termination with such changes, insertions
and omissions as may be recommended by the City Attorney or by Special Counsel and
approved by the officer executing the same, said execution being conclusive evidence of such
approval.
Section 5. The Site and Facility Lease Termination, in substantially the form attached
hereto as Exhibit "E", is hereby approved. The Authorized Officers are hereby authorized and
directed to execute and deliver Site and Facility Lease Termination with such changes,
insertions and omissions as may be recommended by the City Attorney or by Special Counsel
and approved by the officer executing the same, said execution being conclusive evidence of
such approval.
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Section 6. The Authorized Officers and any other proper officer of the City, acting
singly, be and each of them hereby is authorized and directed to execute and deliver any and all
documents and instruments and to do and cause to be done any and all acts and things
necessary or proper for carrying out the transactions contemplated by Amendment No. 1 to
Trust Agreement, Amendment No. 1 to Police Station Lease Agreement, the Escrow
Agreement, the Police Station Lease Termination, the Site and Facility Lease Termination and
this Resolution. All prior actions of the Authorized Officers and other officers or staff of the
City with respect to this matter are hereby ratified and approved.
Section 7. Unless otherwise defined herein, all terms used herein and not otherwise
defined shall have the meanings given such terms in the Trust Agreement unless the context
otherwise clearly requires.
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Section 8. This Resolution shall take effect immediately upon its adoption.
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RESOLUTION OF THE MAYOR AND CITY COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE AMENDMENT OF DOCUMENTS RELATING
TO THE REFUNDING CERTIFICATES OF PARTICIPATION (1999 POLICE
STATION, SOUTH VALLE AND 201 NORTH E STREET PROJECTS), APPROVING
THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION
THEREWITH AND CERTAIN OTHER MATTERS
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
and City Council of the City of San Bernardino at a Joint Regular Meeting thereof, held on
the 15th day of May 2017, by the following vote, to wit:
Council Members:
AYES
MARQUEZ
X
BARRIOS
X
VALDIVIA
X
SHORETT
X(M)
NICKEL
X(S)
RICHARD
X
MULVIHILL
X
NAYS ABSTAIN ABSENT
Georg ann Hanna, CMC, City Clerk
The foregoing Resolution is hereby approved this 15th day of May 2017.
i
R. Carey Daeermardino
, Mayor
City of San
Approved as to form:
Gary D. Saenz, City Attorney
By:
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