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HomeMy WebLinkAbout1988-06-07; Public Improvement Corporation; Resolution 88-6# . , 13061-03 JHHW:WHM:pch pch pch 4 EXHIBIT 6 05/13/& M6701 0520168 om5/6a CITY OF CARLSBAD PUBLIC IMPROVEMENT CORPORATION RESOLUTIONNO.88-6 A RESOLUTION APPROVING, AUTHORIZING AND DIRECTING EXECUTION OF CERTMN LEASE FINANCING DOCUMENTS AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO RESOLVED, by the City of Carlsbad Public Improvement Corporation (the “Corporation”): WHEREAS, the City of Carlsbad (the “City”) has issued notes (the “Notes”) in the principal amount of $6,555,000 to acquire approximately 52 acres of a eucalyptus grove commonly known as “Hosp Grove” for general municipal purposes and presently zoned open space; and WHEREAS, the Notes mature on June 30, 1988, and the City wishes to complete permanent financing for Hosp Grove and improvements to be made thereon; and WHEREAS, the City and the Corporation proposes to enter into a lease agreement dated as of June 1, 1988 (the “Lease Agreement”), whereby the City will lease Hosp Grove (the “Site”) to the Corporation, and the Corporation will construct certain improvements to the Site (the “Project”), and will lease the Project and the Site to the City, and the City will lease the Project and the Site from the Corporation; and WHEREAS, for the purpose of obtaining the moneys required to be deposited by it with the Trustee to pay the Notes at maturity and to pay for financing the construction of the Project, the Corporation proposes to assign and transfer certain of its rights under the Lease Agreement to the Trustee, and in consideration of such assignment and the execution of this Trust Agreement, the Trustee has agreed to execute and deliver certificates of participation, each evidencing a fractional interest in the lease payments made by the City under the Lease Agreement, to provide the moneys required herein to be deposited by the Corporation; and WHEREAS, in connection therewith, it is in the public interest and for the public benefit that the Corporation authorize and direct execution of the Lease Agreement and certain other financing documents in connection therewith; and WHEREAS, pursuant to the City’s authorization, Rauscher Pierce Refsnes, Inc. (the “Underwriter”) proposes to underwrite the financing and will purchase the certificates of participation described below; and h WHEREAS, the documents below specified have been filed with the Corporation, and the members of the Corporation, with the aid of its staff, have reviewed said documents; and NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: SECTION 1. The below-enumerated documents be and are hereby approved, and the President, or the Vice-President, are hereby authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, and the Secretary of the Corporation is hereby authorized and directed to attest to such official’s signature: (a) a lease agreement, relating to the Site and the Project, between the Corporation, as lessor, and the City, as lessee (the “Lease Agreement”); (b) a trust agreement, by and among the Corporation, the City and The Bank of California, National Association, California, as trustee (the “Trustee”), relating to the financing and the execution and delivery of certificates of participation evidencing the proportionate interests of the owners thereof in lease payments to be made by the City under the Lease Agreement (the “Certificates of Participation”); (c) an agency agreement, by and between the Corporation and the City, pursuant to which the Corporation will appoint the City to act as its agent for the purposes of the construction of the Project; and (d) an assignment agreement, by and between the Corporation and the Trustee, pursuant to which the Corporation will assign certain of its rights under the Lease Agreement, including its right to receive lease payments thereunder, to the Trustee. SECTION 2. The President, Vice-President, , Secretary and other officials of the Corporation are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution and the lease financing herein authorized. ************ -2- I hereby certify that the foregoing resolution was duly adopted at a meeting of the City of Carlsbad Public Improvement Corporation held on the 7th day of June, 1988, by the following vote: AYES, and in favor of: Lewis, Kulchin, Pettine, Mamaux and Larson NOES: None ABSENT: None dQ& Secretary -3-