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RES-8624 Approving Revised Fiscal Agent Agreement Community Facilities District No. 91-2 Serrano HeightsRESOLUTION NO. 8624 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ORANGE APPROVING REVISED FISCAL AGENT AGREEMENT AND ACQUISITION AGREEMENT FOR CITY OF ORANGE COMMUNITY FACILITIES DISTRICT NO. 91-2 ( SERRANO HEIGHTS PUBLIC IMPROVEMENTS), AND DIRECTING THE EXECUTION AND DELIVERY THEREOF WHEREAS, this City Council has conducted proceedings under and pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), to form the City of Orange Community Facilities District No, 91-2 (Serrano Heights Public Improvements) (the District") and Improvement Area No. 1 and Improvement Area No. 2 (collectively, the Improvement Areas") of the District, and has, under its Resolution No, 7922 adopted on December 17, 1991, provided certain authorizations for issuance and sale of special tax bonds of the City for the District (the "Bonds") and actions with respect thereto;WHEREAS, since the adoption of Resolution No. 7922, there have been revisions to the forms of the Fiscal Agent Agreement and the Acquisition Agreement previously approved by said Resolution, and this City Council wishes to make provision for approval of such revisions;WHEREAS, there have been filed with the City Clerk revised drafts of the Fiscal Agent Agreement and the Acquisition Agreement, which documents provide for the terms of the Bonds and the expenditure of the proceeds thereof, and this City Council, with the aid of its staff, has reviewed said documents and found them to be in proper order; and WHEREAS, this City Council desires to approve said revised documents as set forth below.NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ORANGE DOES HEREBY RESOLVE AS FOllOWS:Section 1. Fiscal Agent Agreement. The Fiscal Agent Agreement ( the "Fiscal Agent Agreement"), in the revised form on file with the City Clerk, is hereby approved. The Mayor is hereby authorized and directed to execute and deliver the Fiscal Agent Agreement and the City Clerk is hereby authorized and directed to attest the Mayor's signature thereto, in said form,with such additions thereto or changes therein as are approved by the City Manager upon consultation with the City Attorney and the City's bond counsel and financial advisor,including such additions or changes as are necessary or ad visable to properly reflect the terms of the Bond offering, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Fiscal Agent Agreement by the Mayor. The Finance Director is hereby authorized and directed to appoint a fiscal agent for the Bonds, and to insert the name thereof into the Fiscal Agent Agreement. The date, manner of payment, interest rate or rates,interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms of the Bonds shall be as provided in the Fiscal Agent Agreement as finally executed.The Bonds may be issued in one or more series, and may be secured by the special taxes levied in and collected from one or both of the Improvement Areas. A separate Fiscal Agent Agreement may be used for each of the Improvement Areas, or a single may be used for the District, all as determined by the City Manager and the Finance Director upon consultation with the City's financial advisor and the underwriter for the Bonds. Section 2. Acquisition Agreement. The acquisition agreement (the "Acquisition Agreement"), by and between the City and California Quartet, a California Limited Partnership, in the revised form on file with the City Clerk, is hereby approved. The Mayor is hereby authorized and directed to execute and deliver the Acquisition Agreement in said form, together with such additions thereto or changes therein as are recommended or approved by the City Manager upon consultation with the City Attorney and the City's financial advisor and bond counsel, the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Acquisition Agreement by the Mayor. The foregoing approval of the Acquisition Agreement shall in no way constitute approval of any land use entitlements for the land in the District, or constitute an approval of any amendment to any development agreement pertaining to any of the land within the District. Any amendment to any development agreement pertaining to the land in the District shall be set forth in an instrument separate from the Acquisition Agreement and shall be subject to the approval of this City Council expressed by adoption of an ordinance pursuant to the California Government Code. Unless and until the Bonds are issued by the City for the District, there will be no funds available for purposes of the Acquisition Agreement. Section 3. Issuance of Bonds. No Bonds shall be issued by the City for the District unless and until: (a) the conditions to issuance of the Bonds set forth in the Acquisition Agreement have been satisfied, (b) this City Council has, by separate resolution, approved an official statement describing the Bonds and bond purchase agreement describing the terms of sale of the Bonds, revised from the forms thereof previously approved by Resolution No. 7922, and (c) there has been compliance with the applicable provisions of Section 53345.8 of the Act. Section 4. Ratification of Prior Resolution. The provisions of Resolution No. 7922 heretofore adopted by this City Council, except to the extent inconsistent with the provisions of this Resolution, are hereby ratified and confirmed. Section 5. Actions Approved. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the District and the Improvement Areas are hereby approved, confirmed and ratified, and the proper officers of the City are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which they, or any of them, may deem necessary or advisable in connection with the establishment and administration of the District and the Improvement Areas, and any certificate, agreement, and other document described in the documents herein approved. 2 Section 6. Effective Date. This Resolution shall take effect immediately upon its adoption. ADOPTED this 28 th day of May, 1996. ATTEST: Jd/;.(.ct ;C&/2/ Mayor of the City of Oran I 1 I hereby certify that the foregoing Resolution was duly and regularly adopted by the City Council of the City of Orange at a regular meeting thereof held on the 28th day of May, 1996, by the following vote: AYES: NOES: ABSENT: COUNCIL MEMBERS: MURPHY, BARRERA, COONTZ, SPURGEON, SLATER COUNCIL MEMBERS: NONE COUNCIL MEMBERS: NONE 3