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HomeMy WebLinkAboutRES NO 13-94RESOL TIUN 1 $ - 9 4 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BAKERSFIELD PROVIDING FOR ISSUANCE OF REFUNDING BONDS ~ AWARDING SALE OF REFUNDING BONDS IN CONNECTION WITH THE CITY OF BAKERSFIELD ASSESSMENT DISTRICT NO. 86-2 (SERIES II -- TAXABLE) RESOLVED BY THE CITY COUNCIL (the "Council") OF THE CITY OF BAKERSFIELD (the "city") as follows: WHEREAS, on January 12, 1994, the Council adopted its Resolution of Intention No. 1114 (the "Resolution of Intention") to levy reassessments, and to issue refunding bonds upon the security thereof, within an assessment district generally known as City of Bakersfield Assessment District No. 86-2 (the "District"), under and pursuant to the Refunding Act of 1984 for 1915 Act Improvement Bonds (being Division 11.5, commencing with Section 9500, of the California Streets and Highways Code) (the "1984 Refunding Act"); the Resolution of Intention is hereby referred to for further particulars; and WHEREAS, the refunding bonds are to be issued in two separate series, one series to be tax-exempt and allocated to refund tax-exempt prior bonds, and one series to be taxable and allocated to refund taxable prior bonds; and WHEREAS, as set forth in Resolution No. I~-q~ , adopted by the Council on January 12, 1994, the Council has duly considered the written report dated January 12, 1994, prepared in connection with the proposed refunding and reassessment pursuant to Section 9523 of the 1984 Refunding Act (the "Reassessment Report"), has made the findings required by Section 9525 of the 1984 Refunding Act, and has approved, confirmed and adopted the Reassessment Report and the reassessment and reassessment diagram(s) presented therewith; and WHEREAS, the reassessment diagram(s) and a notice of reassessment have been duly recorded in the manner provided by law, and the reassessments and interest thereon shall be collected on the assessment roll for the City in the same manner and subject to the same remedies on default and to the payment of interest and penalties on the enforcement thereof as the original assessments of the District; and WHEREAS, the Council is now authorized under the 1984 Refunding Act to authorize, issue and sell the refunding bonds; 1/11/94(1398.7) THEREFORE, THE COUNCIL FINDS, DETERMINES AND ORDERS AS FOLLOWS: SECTION 1. Definitions. Unless the context otherwise requires, the terms set forth below shall, for all purposes of this Resolution, have the meanings specified in this Section 1. These definitions shall be equally applicable to both the singular and plural forms of any of such terms. "Aqent" means the transfer agent, registrar and paying agent appointed pursuant to Section 23 of this Resolution. "Authority" means the Bakersfield Public Financing Authority. "Bond Counsel" means the law firm of Burke, Williams & Sorensen, Fresno, California. "Bond Date" means the dated date of the Series II Bonds, which shall be determined by the City and the Authority and established by the purchase contract for the Series II Bonds identified in Section 21 hereof. "Bond Denomination" means the amount of $5,000, which is the minimum amount in which the Series II Bonds may be issued, except that one Series II Bond, due on September 2, 1994, will include the amount, if any, by which the principal amount of the Series II Bonds exceeds the largest integral multiple of $5,000 contained in such issue. "Bond Year" means the twelve-month period beginning on September 2 of each year and ending September 1 of the following year, except that the first Bond Year shall begin on the Closing Date and end September 1, 1994. "Bonds" means, collectively, the Series I Bonds and the Series II Bonds. "city" means the City of Bakersfield, California, the issuer of the Series II Bonds. "Clerk" means the City Clerk or the Deputy City Clerk to the City. "Closinq Date" means the date upon which there is an exchange of the Series II Bonds for the proceeds representing the purchase price of the Series II Bonds by the Original Purchaser. "Code" means the Internal Revenue Code of 1986, as amended. 1/11/94(1398.7) 2 "Costs of Issuance" means all applicable costs and expenses incident to the calling, retiring or paying of the Taxable Prior Bonds and to the issuance of the Series II Bonds, including, but not limited to: (i) underwriters' fees, if any (other than those taken in the form of a discount on the Closing Date); (ii) underwriters' fees, as well counsel fees, if any, including Bond Counsel, counsel, City's counsel and special tax counsel as any other specialized counsel fees; (iii) financial consultant fees, if any; (iv) rating agency fees, if any; (v) charges of the escrow agent or trustee, if any; (vi) paying agent and certifying and authenticating agent fees, if any; (vii) certified public accountant fees, if any; (viii) printing and advertising costs, if any, of the Series II Bonds and of any preliminary and final official statements; (ix) accrued and unpaid interest, if any, on the Taxable Prior Bonds; (x) any premium necessary in the calling and retiring of the Taxable Prior Bonds; (xi) City administrative expenses; (xii) costs of engineering and feasibility studies necessary to the issuance of the Series II Bonds; and (xiii) amounts, if any, the City has paid or transferred, either from a special reserve fund or from surplus funds, into the redemption fund for the Taxable Prior Bonds, and any penalties and interest thereon, provided such amounts, penalties and interest have been included in and limited to the particular reassessments levied on those subdivisions of land in the District securing original assessment installments which are delinquent and for which the payments or transfers have been made. 1/I 1/94(1398.7) "Costs of Issuance Fund" means the special fund established by the Treasurer pursuant to Section 10 of this Resolution for payment of Costs of Issuance of the Series II Bonds. "County" means the County of Kern, California, the county in which the City is located. "Debt Service" means the scheduled amount of interest and principal payable on the Series I Bonds or the Series II Bonds, as the text indicates, during the period of computation, excluding amounts scheduled during such period which relate to principal which has been retired before the beginning of such period. "District" means the City of Bakersfield Assessment District No. 86-2. "Escrow Fund" means the separate fund into which a portion of the Sale Proceeds of the Series II Bonds will be deposited pursuant to Section 9 of this Resolution and the Escrow Agreement dated as of the Closing Date, between the City and Bank of America, National Trust and Savings Association, as escrow agent. "Federal Securities" means those securities described in Sections 1360 and 1360.1 of the California Financial Code and includes United States Treasury notes, bonds, bills or certificates of indebtedness, or obligations for which the faith and credit of the United States are pledged for the payment of principal and interest, including the guaranteed portions of small business administration loans so long as the loans are obligations for which the faith and credit of the United States are pledged for the payment of principal and interest. "Interest Payment Date" means each date upon which interest on the Series II Bonds is payable, commencing on September 2, 1994, and semiannually thereafter on March 2 and September 2 of each year to maturity. "1984 Refundinq Act" means the Refunding Act of 1984 for 1915 Improvement Act Bonds, Division 11.5 of the California Streets and Highways Code. "1915 Act" means the Improvement Bond Act of 1915, Divi- sion 10 of the California Streets and Highways Code. "Oriqinal Purchaser" means the purchaser of the Series II Bonds from the City on the Closing Date, which is to be the Authority. "Redemption Fund" means the fund established by the Treasurer for the Series II Bonds into which shall be placed any accrued interest for the period from the Bond Date to the Closing Date of the Series II Bonds and all sums received from the collection of reassessments and allocable to the Series II Bonds and of the interest and penalties thereon, all as provided in Section 10 hereof. "Redemption Premium" means the following percentages of the principal amount of the Series II Bonds for the periods indicated: Redemption Date (both dates inclusive) Redemption Premium Closing Date through September 1, 2002 September 2, 2002, through September 1, 2003 September 2, 2003, through September 1, 2004 September I, 2004, and thereaRer 3% 2% 1% 0% The Redemption Premium will be paid on Bonds redeemed prior to maturity as stated in Section 12 hereof. The Original Purchaser and any subsequent owner of the Series II Bonds may waive any Redemption Premium owing on the Series II Bonds. The Series II Bonds shall not be redeemed in whole until on or after September 2, 2001. "Resolution" means this Resolution No. 1~-gq, as it may be amended by the Council from time to time. "Sale Proceeds" means any amounts actually or constructively received from the sale of the Series II Bonds, including amounts used to pay underwriters' discount, if any, or compensation and accrued interest on the Series II Bonds (other than pre-issuance accrued interest, if any). "Series I Bonds" means the City of Bakersfield Assessment District No. 86-2 Limited Obligation Refunding Bonds, Series I (Tax-exempt), a separate issue of bonds, in the aggregate principal amount of $10,220,000, to be issued by the City pursuant to the 1984 Refunding Act. The Series I Bonds are expected to be tax- exempt bonds. The Series I Bonds are secured by the same reassessment lien as the Series II Bonds and have parity with the Series II Bonds. Said lien is sufficient to pay Debt Service on both series of Bonds. Pursuant to Section 17 hereof, the City has covenanted that any foreclosure action against said lien shall be simultaneous for the Series I Bonds and the Series II Bonds. Pursuant to Section 12 hereof, payments or collections of assessments shall be applied first to Debt Service of the Series II Bonds and then to Debt Service of the Series I Bonds. "Series II Bond" or "Series II Bonds" means the City of Bakersfield Assessment District No. 86-2 Limited Obligation Refunding Bonds, Series II (Taxable), in an aggregate principal amount of $1,610,000, issued pursuant to the 1984 Refunding Act and 1/11/94(1398.7) 5 ORIGINAL this Resolution. Each Series II Bond shall be substantially in the form provided in Exhibit A, which is attached to and made part of this Resolution. The Series II Bonds are expected to be taxable bonds. "Taxable Prior Bonds" means, collectively, all of the following bonds issued by the City: Improvement Bonds, City of Bakersfield, Assessment District No. 86-2, Series C. The bonds listed above are "taxable bonds" of the City in that the interest thereon is not exempt from income taxation by the United States of America. "Treasurer" means the Finance Director of the City, or such other person appointed by the Finance Director to carry out the duties of the Treasurer required hereunder. SECTION 2. List of Reassessments. The reassessments now remaining unpaid are as shown on the list presented to the Council concurrently with this Resolution and are in the aggregate amount of $1,610,000. The Council hereby approves such list. For a particular description of the lots or parcels of land bearing the respective reassessment numbers set forth in the list, reference is made to the reassessment and to the reassessment diagram(s) recorded in the office of the Public Works Director of the City after confirmation thereof by the Council. SECTION 3. Issuance of Bonds. Series II Bonds, in the aggregate principal amount of not to exceed $1,610,000, shall be issued as provided in this Resolution upon the security of the reassessments in accordance with, under and pursuant to the provisions of the Resolution of Intention, this Resolution and the 1984 Refunding Act and the proceedings conducted thereunder. The Series II Bonds shall be issued only in fully registered form in the amount of the Bond Denomination or any integral multiple thereof (except for one Series II Bond, due on September 2, 1994, which will include the amount, if any, by which the principal amount of the Series II Bonds exceeds the largest integral multiple of $5,000 contained in such issue). The Series II Bonds shall mature in the amounts and on the dates and at the rates of interest set forth in the purchase contract for the Series II Bonds, to be entered into by the City and the Authority pursuant to Section 21 hereof. The Series II Bonds shall be numbered consecutively from 1 upward, and shall be payable in numerical order, consecutively, commencing with the lowest number within the maturity. If the Authority acquires the Series II Bonds, one Series II Bond in an amount not to exceed $1,610,000 may be issued to represent all serial bonds; and/or, if term bonds are issued, a separate certificate for each term bond maturity may be issued. 1/I 1/94(1398.7) 6 SECTION 4. Form of Series II Bonds. The Series II Bonds shall be substantially in the form set forth in Exhibit A. SECTION 5. Payment of Series II Bonds. The Series II Bonds shall bear interest at the rate not to exceed twelve percent per annum or such higher rate of interest as may be authorized by law at the time of sale of the Bonds as provided in the purchase contract for the sale of the Series II Bonds to the Original Purchaser, payable on each Interest Payment Date. Each Series II Bond shall bear interest from the Interest Payment Date next preceding the date on which it is authenticated and registered, unless authenticated and registered (i) prior to an Interest Payment Date and after the close of business of the fifteenth day of the month immediately preceding such Interest Payment Date, in which event it shall bear interest from such Interest Payment Date, or (ii) prior to the close of business on the fifteenth day of the month preceding the first Interest Payment Date, in which event it shall bear interest from the Bond Date; provided, however, that if at the time of authentication interest is in default, each Series II Bond shall bear interest from the date to which interest has been paid. Each Series II Bond will continue to bear interest after maturity at the rate stated therein, provided it is presented at maturity and payment thereof is refused on the sole ground that there is not sufficient money in the Redemption Fund with which to pay same. If a Series II Bond is not presented at maturity, interest thereon will run only until maturity. SECTION 6. Execution. The Series II Bonds shall be executed on behalf of the City and under its official seal by the Treasurer and by the Clerk, whose signatures shall be manually placed on the Series II Bonds or reproduced by engraved, printed or lithographed facsimile thereof, and the official seal may be placed on the Series II Bonds in like manner. Such signing and sealing shall constitute and be a sufficient and binding execution of each and every Series II Bond. If the Series II Bonds are executed under seal by facsimile, the Series II Bonds shall then be delivered to the Treasurer or the Agent for authentication by the Treasurer or Agent. If any officer whose signature appears on the Series II Bonds ceases to be such officer before the authentication and delivery of the Series II Bonds to the purchaser thereof, such signature shall be as valid as if such officer had remained in office until the authentication and delivery of the Series II Bonds. SECTION 7. Authentication. Only those Series II Bonds which bear thereon the original manual signatures of the Treasurer and the Clerk and the original imprint of the City seal, or the facsimile of such signatures and seal and a certificate of 1/11/94(1398.7) 7 ORiGi~-~AL authentication substantially in the form below, manually executed by the Treasurer or the Agent, shall be valid or obligatory for any purpose or entitled to the benefits of this Resolution. For Series II Bonds bearing a certificate of authentication, such certificate shall be conclusive evidence that the Series II Bonds so authenticated have been duly executed, authenticated and delivered hereunder and are entitled to the benefits of this Resolution. The certificate of authentication on any Series II Bond requiring authentication shall be deemed to be duly executed if signed by an authorized officer or signatory of the Treasurer or the Agent, but it shall not be necessary that the same officer or signatory sign the certificate of authentication on all the Series II Bonds. 1/11/94(139g.7) 8 [FORM OF CERTIFICATE OF AUTHENTICATION AND REGISTRATION] This is one of the Series II Bonds described in the Resolution Providing for Issuance of Refunding Bonds and Awarding Sale of Refunding Bonds referred to herein. [Name Of Authenticating Entity] By: Authorized Representative SECTION 8. Preparation and Delivery of Series II Bonds. The Treasurer is authorized and directed to cause the Series II Bonds to be prepared in accordance with this Resolution and to cause the Series II Bonds to be executed and/or authenticated and delivered to the Original Purchaser, upon receipt of the purchase price therefor and upon the performance of the conditions contained in the accepted offer for the purchase of the Series II Bonds. SECTION 9. Escrow Agreement and Escrow Fund. A separate Escrow Fund entitled, "City of Bakersfield Assessment District No. 86-2 Limited Obligation Refunding Bonds, Series II (Taxable), Escrow Fund," shall be established for the Series II Bonds pursuant to the Escrow Agreement dated as of the Closing Date, between the City and Bank of America, National Trust and Savings Association, as escrow agent (the "Escrow Agent"). The Escrow Agent shall maintain and account for the Escrow Fund and all monies therein and earnings thereon separately from all other funds and accounts of the Escrow Agent. The Escrow Fund shall be funded with the Sale Proceeds of the Series II Bonds and any other amounts legally available to the City for the refunding of the Taxable Prior Bonds, and shall be applied to the refunding of the Taxable Prior Bonds. Upon receipt of payment for the Series II Bonds when they have been sold by the City, the Treasurer shall deposit with the Escrow Agent, for deposit in the Escrow Fund, respectively, an amount of the appropriate Sale Proceeds which, when added to other amounts deposited therein, is certified by a certified public accountant licensed to practice in California to be sufficient, together with any interest or other gain to be derived from investment of monies in the Escrow Fund, to refund and redeem in full the Taxable Prior Bonds on the earliest date on which they may be redeemed, including payment of principal of, interest accrued to the date of redemption and redemption premiums thereon, if any, all as provided in the Escrow Agreement. Monies in the Escrow Fund shall be invested in Federal Securities, and interest and earnings on shall be allocated to that Escrow Fund. The Treasurer is authorized and directed to execute the Escrow Agreement in such form as the Treasurer deems appropriate, to execute such other documents and to take such other actions as may be necessary or appropriate to accomplish the redemption and 1/11/94(1398.7) 9 refunding of the Taxable Prior Bonds in accordance with the Escrow Agreement and this Resolution. SECTION 10. Costs of Issuance Fund. The Treasurer shall establish a special fund designated as the "City of Bakersfield Assessment District No. 86-2 Limited Obligation Refunding Bonds, Series II (Taxable), Costs of Issuance Fund." The Costs of Issuance Fund shall be kept separate and apart from all other funds and monies of the City. Upon receipt of payment for the Series II Bonds when they have been sold by the City, the Treasurer shall deposit in the Costs of Issuance Fund Sale Proceeds in the amount of $188,700 and other funds, if any, from time to time deposited with the Treasurer for such purpose and so identified in writing to the Treasurer. Monies in the Costs of Issuance Fund shall be disbursed by the Treasurer to pay Costs of Issuance of the Series II Bonds. The Treasurer shall disburse monies from the Costs of Issuance Fund only upon receipt of a sequentially numbered requisition, signed by an authorized representative of the person requesting payment, setting forth the amounts to be disbursed for payment or reimbursement of Costs of Issuance, the name and address of the person or persons to whom the amounts are to be disbursed, and certifying that the amounts to be disbursed are for Costs of Issuance properly chargeable to the Costs of Issuance Fund, together with copies of all receipts, invoices, billings or other documents reasonably necessary or as the Treasurer may reasonably require to verify the foregoing. When all Costs of Issuance for the Series II Bonds have been paid, but in no event later than 180 days from the Closing Date, the Treasurer shall transfer any monies then remaining in the Costs of Issuance Fund to the Redemption Fund for the Series II Bonds to be applied as provided in Section 11. The Costs of Issuance Fund shall then be closed and the City shall no longer be obligated to make payments for Costs of Issuance. SECTION 11. Redemption Fund. The Treasurer shall establish a separate Redemption Fund for the Series II Bonds into which shall be placed any accrued interest for the period from the Bond Date to the date of delivery of the Series II Bonds, funded interest, if any, in an amount not to exceed the maximum permitted by law as of the Bond Date, and all sums received from the collection of unpaid reassessments provided for in Section 12 and allocated to the Series II Bonds, including interest and penalties thereon. From the Redemption Fund, disbursements shall be made to pay the principal or advance redemption price of the Series II Bonds, as applicable, and the interest due thereon. SECTION 12. Collection of Reassessments. The reassessments shown on the list presented to the Council herewith, together with the interest thereon, shall be payable in annual 1/11/94(1398.7) 10 installments corresponding in number to the number of serial and/or term maturities of the Series I Bonds and Series II Bonds issued. An annual proportion of each unpaid reassessment shall be payable in each year preceding the date of maturity of each of the Bonds issued, sufficient to pay the Bonds when due, and such proportion of each unpaid reassessment coming due in any year, together with the annual interest thereon, shall be payable in the same manner and at the same time and in the same installments as the general taxes on real property are payable, and become delinquent at the same times and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the general taxes on real property. All sums received from the collection of the reassessments and of the interest and penalties thereon shall be allocated first to the Series II Bonds and placed in the Redemption Fund in an amount sufficient to pay the principal of and interest on the Series II Bonds due on the next Interest Payment Date, and then to the redemption fund for the Series I Bonds. SECTION 13. Redemption Prior to Maturity. The Series II Bonds will not be redeemed in whole and paid in whole in advance of maturity until on or after September 2, 2001. However, each Series II Bond, or any portion thereof in the amount of the Bond Denomination or any integral multiple thereof, outstanding may be redeemed in part and paid in part in advance of maturity upon any Interest Payment Date in any year by giving at least sixty days notice and by paying the principal amount thereof together with the Redemption Premium plus interest to the date of advanced maturity, unless sooner surrendered, in which event interest will be paid to the date of payment of the principal amount, all in the manner and as provided in the 1915 Act. The Treasurer shall cause to be called for redemption and retire the Series II Bonds upon prepayment of reassessments in amounts sufficient therefor, or whenever sufficient surplus funds are available therefor in the Redemption Fund. In selecting Series II Bonds for retirement, the lowest numbered Series II Bonds of the various annual maturities therein shall be chosen pro rata in such a way that the ratio of outstanding Series II Bonds to issued Series II Bonds shall be approximately the same in each annual maturity, insofar as possible. Within each annual maturity, Series II Bonds shall be selected for retirement by lot. The provisions of Part 11.1 of the 1915 Act shall be applicable to the advance payment of reassessments and to the calling of the Series II Bonds. SECTION 14. Exchanqe, Neqotiability. Reqistration and Transfer of Series II Bonds. Any Series II Bond, upon surrender thereof at the office of the Agent, together with an assignment duly executed by the registered owner thereof or his attorney or other legal representative in such form as shall be satisfactory to the Agent, may, at the option of such owner, be exchanged for an 1/11194(1398.7) 11 ORiGIt-~AL aggregate principal amount of Series II Bonds, equal to the principal amount of the Series II Bond so surrendered and of any Bond Denomination or Bond Denominations. The City shall make provision for the exchange of Series II Bonds at the office of the Agent. In all cases in which Series II Bonds shall be exchanged, the City shall execute and the Treasurer or Agent shall authenticate and deliver at the earliest practicable time Series II Bonds in accordance with the provisions of this Resolution. The Treasurer or the Agent shall keep books for the registration and registration of transfers of the Series II Bonds as provided in this Resolution, which books shall at all times be open to inspection by the City. The transfer of any Series II Bond may be registered only upon such books upon surrender thereof to the Treasurer or Agent together with an assignment duly executed by the owner or his attorney or legal representative in such form as shall be satisfactory to the Treasurer or Agent. Upon any such registration of transfer, the City shall execute and the Treasurer or Agent shall authenticate and deliver in exchange for such Series II Bond a new Series II Bond or Series II Bonds registered in the name of the transferee, of any Bond Denomination or Bond Denominations, and in an aggregate principal amount equal to the principal amount of such Series II Bond(s) so surrendered. All Series II Bonds surrendered in any such exchange or registration of transfer shall forthwith be cancelled by the Treasurer or Agent. The City may make a charge for every such exchange or registration of transfer of Series II Bonds sufficient to reimburse it for any tax or other governmental charge required to be paid with respect to such exchange or registration of transfer, but no other charge shall be made to any owner for the privilege of exchanging or registering the transfer of Series II Bonds under the provisions of this Resolution. The City shall not be required to make such exchange or registration of transfer of Series II Bonds during the fifteen days immediately preceding any Interest Payment Date. SECTION 15. Ownership of Series II Bonds. In addition to or as part of the books described in Section 14, the Treasurer shall keep a register in his office showing the series, number, amount, rate of interest and registered owner of each Series II Bond. The person in whose name any Series II Bond shall be registered shall be deemed the absolute owner thereof for all purposes, and payment of or on account of the principal, and the Redemption Premium, if any, of any such Series II Bond, and the interest on any such Series II Bond, shall be made only to or upon the order of the registered owner thereof or such owner's legal representative. All such payments shall be valid and effectual to satisfy and discharge the liability upon such Series II Bond, including the Redemption Premium, if any, and interest thereon to 1/11/94(1398.~ 12 the extent of the sum or sums so paid. The Treasurer shall cancel and file each Series II Bond paid in full. SECTION 16. Limited Obliqation. The Series II Bonds shall represent and be secured by the reassessments in the same manner as the original unpaid assessments constituted security for the Taxable Prior Bonds. Pursuant to Section 8769 of the 1915 Act, the City has determined that the City will not obligate itself to advance available funds from the City treasury to cure any deficiency which may occur in the Redemption Fund. Such determination shall not prevent the City from, in the City's sole discretion, so advancing funds. SECTION 17. Covenant to Foreclose. The City covenants with and for the benefit of the owners of the Series II Bonds that it will order and cause to be commenced within 150 days following the date of delinquency, and thereafter diligently prosecute, an action in the superior court to foreclose the lien of any reassessment or any installment thereof not paid when due, pursuant to and as provided in Sections 8830 through 8836 of the 1915 Act, provided that the alternative method of tax apportionment (Sections 4701 through 4717 of the California Revenue and Taxation Code) is no longer applied by the City to special assessments for which bonds have been issued pursuant to the 1915 Act, for any reason whatsoever. The City further covenants that for any foreclosure proceedings initiated pursuant to the foregoing, the City shall also simultaneously initiate foreclosure proceedings for the Series I Bonds. Any foreclosure proceedings taken pursuant to this section shall be performed simultaneously with the foreclosure proceedings for the Series I Bonds. SECTION 18. Investment of Funds. Monies in the Redemption Fund shall, whenever practicable, be invested in legal investments for the City under applicable law for the moneys held pursuant to this Resolution at the time when any of such monies are to be invested therein. Any income from or interest on such investments shall accrue to and be deposited in the fund from which the monies were invested. SECTION 19. Amendment. Without the consent of the owners of the Series II Bonds, the City may amend this Resolution to add, modify or delete provisions, provided that the security interest of the owners of the Series II Bonds is not adversely affected thereby. SECTION 20. Authority of Treasurer. All actions required by this Resolution to be performed by the Treasurer may be performed by the designee thereof or such other official of the City or independent contractor, agent or trustee duly authorized by the Treasurer to perform such action or actions. 1/11/94(1398.7) 1 3 ORIGINAL SECTION 21. Sale of Series II Bonds. The Council hereby approves the sale of the Series II Bonds by negotiation with the Authority. The Treasurer is hereby authorized to negotiate or cause to be negotiated a purchase contract with the Authority for such sale subject to the following terms : (i) the Yield on the Series II Bonds shall not exceed the yield on the Authority's Revenue Bonds, Series 1993C, by more than 1.5 percent; (ii) the annual interest rate on the Series II Bonds shall not exceed twelve percent; (iii) the total discount (inclusive of original issue discount and underwriting discount) on the Series II Bonds, if any, shall not exceed three percent of the aggregate principal amount of the Series II Bonds; and, (iv) the aggregate principal amount of the Series II Bonds shall not exceed $1,610,000. The Mayor of the city, the City Manager of the City and/or the Treasurer are hereby authorized and directed to execute and deliver such purchase contract in the name and on behalf of the City and to execute all other necessary documents in forms approved by Bond Counsel and the City Attorney of the City, and to do all other things necessary to complete the sale and delivery of the Series II Bonds. SECTION 22. Leqal Opinion. The City will furnish the legal opinion of Burke, Williams & Sorensen, Bond Counsel, approving the legality of the proceedings and the issuance of the Bonds. SECTION 23. Appointment of Aqent. The Treasurer is authorized to appoint a qualified financial institution to serve as Agent, and such appointment is at the sole determination of the Treasurer. The City may act as its own Agent, and, until such time as a financial institution is selected, if ever, the City shall serve as Agent for the Series II Bonds. SECTION 24. Certified CoDies. The Clerk shall furnish a certified copy of this Resolution to the Treasurer, the Agent and the Auditor-Controller of the County. III III III III III 1/11/9~(1398.~ 14 ORtG ~L I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the City Council of the City of Bakersfield at a regular meeting thereof held on the 12th day of January 1994, by the following vote: AYES: COUNCILI~IEMBERS McDERMOTt, EDWARDS, DeMOND, SMITH. BRUNNI, ROWI. ES, SALVAGGIG NOES: COUNCILMEMDERS A~STAIN: COUNCILMEMBERS ABSENT: COUNCILMEMBERS City Clerk and Ex Officio Clerk of the Council of the City of Bakersfield APPROVED this 12th day of January 1994 MAYO~e i~~ty of Bakersfield APPROVED AS TO FORM: BURKE, WILLIAMS & SORENSEN, Bond Counsel By: Richard H% Har~rove COUNTERSIGNED: of BaATTO~eEts;~e~dhe = FRE:I:~BOND~00843\505\1398.7 = 1/11/94(1398.7) 15 EXHIBIT A UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF KERN NO · CITY OF BAKERSFI~,?.~ ASSESSMENT DISTRICT NO. 86-2 LIMITED OBLIGATION REFUNDING BOND, SERIES II (TAXABLE) In the opinion of Bond Counsel, interest on this Bond is includable in the gross income calculations of the Bond Owner for federal income tax purposes but is exempt from State of California personal income taxes. PRINCIPAL AMOUNT BOND DATE REGISTERED OWNER: MATURITY DATE INTEREST MATURITY (September 2) RATE PRINCIPAL Under and by virtue of the Refunding Act of 1984 for 1915 Act Improvement Bonds, Division 11.5 of the California Streets and Highways Code (the "1984 Refunding Act"), the City of Bakersfield, California (the "City"), will, out of the Redemption Fund on the maturity date specified above for the payment of the Series II Bonds issued upon the unpaid reassessments made for the refunding and reassessment more fully described in proceedings taken pursuant to Resolution of Intention No. 1114, adopted by the City Council of the City on January 12, 1994, pay to the registered owner hereof, or registered assigns, on the maturity date stated above, the principal sum shown hereon in lawful money of the United States and in like manner pay interest at the rate per annum stated above, payable semiannually on March 2 and September 2 in each year commencing September 2, 1994. This Series II Bond bears interest from the interest payment date next preceding its date of authentication and registration unless it is authenticated and registered (i) prior to an interest payment date and after the close of business on the fifteenth day of the month immediately preceding such interest payment date, in which event it shall bear interest from such interest payment date, or (ii) prior to the close of business on the fifteenth day of the month immediately preceding September 2, 1994, in which event it shall bear EXHIBIT A A- 1 interest from its date, until payment of such principal sum shall have been discharged. Both the principal hereof and redemption premium hereon are payable upon presentation and surrender hereof at the Office of the Finance Director of the City, or its successors, as Transfer Agent, Registrar and Paying Agent (the "Agent"), and the interest hereon is payable by check or draft mailed to the owner hereof at such owner's address as it appears on the registration books of the Agent, or at such address as may have been filed with the Agent for that purpose, as of the fifteenth day of the month immediately preceding each interest payment date. This Bond is the one and only bond representing the City of Bakersfield Assessment District No. 86-2 Limited Obligation Refunding Bonds, issued by the City under the 1984 Refunding Act and that certain resolution titled "Resolution of the City Council of the City of Bakersfield Providing for Issuance of Refunding Bonds and Awarding Sale of Refunding Bonds in Connection With the City of Bakersfield Assessment District No. 86-2 (Series II - Taxable)," adopted by the City Council of the City on January 12, 1994 (the "Resolution of Issuance"), in the aggregate principal amount of not to exceed $1,610,000 for the purpose of providing means for paying for the refunding and reassessment described in said proceedings, and is secured by the monies in said Redemption Fund and by the unpaid portion of said reassessments made for the payment of said refunding and reassessment, and, including principal and interest, is payable exclusively out of said Redemption Fund. This Bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at said office of the Agent, subject to the terms and conditions provided in the Resolution of Issuance, including the payment of certain charges, if any, upon surrender and cancellation of this Series II Bond. Upon such transfer, a new registered Series II Bond or Series II Bonds, of any authorized denomination or denominations, of the same maturity, and for the same aggregate principal amount, will be issued to the transferee in exchange therefor. Bonds shall be registered only in the name of an individual (including joint owners), a corporation, a partnership or a trust. Neither the City nor the Agent shall be required to make such exchange or registration of transfer of Series II Bonds between the fifteenth day of the month immediately preceding any March 2 or September 2 and such March 2 or September 2. The City and the Agent may treat the registered owner hereof as the absolute owner for all purposes, and the City and the Agent shall not be affected by any notice to the contrary. The Series II Bonds will not be redeemed in whole and paid in whole in advance of maturity until on or after September 2, 2001. However, this Series II Bond, or any portion thereof in the amount of the five thousand dollars ($5,000) or any integral multiple thereof, may be redeemed in part and paid in part in advance of maturity upon any March 2 or September 2 prior to its maturity date, by giving at least sixty days notice to the registered owner hereof and by paying the principal amount thereof plus interest to the date of advanced maturity (unless sooner surrendered, in which event interest will be paid to the date of payment of the principal amount) together with the following redemption premium computed upon the principal amount, or portion thereof, of the Series II Bond to be redeemed: EXHIBIT A 1/6/94(~404.1) A - 2 ORIGINAL Redemption Date (both dates inclusive) Closing Date through September 1, 2002 September 2, 2002, through September 1, 2003 September 2, 2003, through September 1, 2004 September 2, 2004, and thereafter Redemption Premium 3% 2% 1% O% The City will not obligate itself to advance available funds from the City treasury to cure any deficiency which may occur in the Redemption Fund. This Series II Bond will continue to bear interest after maturity at the rate above stated, provided that it is presented at maturity and payment thereof is refused upon the sole ground that there are not sufficient monies in said Redemption Fund with which to pay same. If it is not presented at maturity, interest hereon will run only until maturity. This Series II Bond shall not be entitled to any benefit under the Act or the Resolution of Issuance, or become valid or obligatory for any purpose, until validly executed and registered in accordance with the Act and the Resolution of Issuance. IN WITNESS WHEREOF, the City of Bakersfield has caused the Series II Bond to be executed and registered by its Finance Director and by its City Clerk and has caused its official seal to be imprinted hereon all as of , 1994. Cl'l~' OF BAKERSFlU.n, CALIFORNXA City Clerk Finance Director [S E AL] ASSIGNMENT For value received, the undersigned do(es) hereby sell, assign and transfer unto the within-mentioned Series II Bond and hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the books kept for registration hereof with full power of substitution in the premises. Dated: EXHIBIT A 1/6/94(1404.1) A - 3 ORIGI~,iAL