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Home My WebLink AboutRES NO 116-86RESOLUTION NO. 116-'86 A RESOLUTION OF THE CITY OF BAKERSFIELD CONSENTING TO THE PREPARATION, SALE AND DELIVERY OF NOT TO EXCEED $8,750,000 PRINCIPAL AMOUNT OF CERTIFICATES OF PARTICIPATION AND APPROVING CERTAIN DOCUMENTS ~ AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of Bakersfield Public Facilities Corporation is a nonprofit public benefit corporation organized and existing under the laws of the State of California (the "Corporation") with the authority to assist in the financing of the capital construction projects and equipment on behalf of the City of Bakersfield (the "City"); and WHEREAS, the City and the Corporation desire to enter into that certain Lease Agreement (Equipment Acquisition Project) dated as of August 1, 1986 (the "Lease Agreement"), the form of which has been presented to this City Council at the meeting at which this Resolution has been adopted pursuant to which the City will agree to lease-purchase the equipment (as more particularly described therein) from the Corporation and to pay certain base rental and additional rental payments in connection therewith; and WHEREAS, the Corporation has authorized the City to acquire the equipment on its behalf pursuant to an Agency Agreement dated August 1, 1986 (the "Agency Agreement"), the form of which has been presented to this City Council; and WHEREAS, said rental payments have been pledged to the holders of the Certificates of Participation by the Corporation pursuant to a Trust Agreement (Equipment Acquisition Project) dated as of August 1, 1986 (the "Trust Agreement") by and among Security Pacific National Bank as trustee (the "Trustee"), the City and the Corporation, and an Assignment Agreement dated as of August 1, 1986, by and between the Corporation and the Trustee (the "Assignment Agreement"), the forms of which have been presented to this Board of Trustees at the meeting at which this Resolution has been adopted; and WHEREAS, the Corporation and City have determined that it would be in the best interests of the Corporation, City and citizens of the community to authorize the preparation, sale and delivery of Certificates of participation in an aggregate amount of not to exceed $8,750,000 (the "Certificates"), which Certificates evidence an allocable share in certain base rental payments to be made pursuant to the Lease; and WHEREAS, the City Council desires to consent to the assignment of the Corporation's right to receive such base rental payments from the City to the Trustee pursuant to the Assignment Agreement; and WHEREAS, the City Council desires to approve the form of a Purchase Agreement (the "Purchase Agreement") by and between the City and Seidler-Fitzgerald Public Finance (a division of Seidler Amdec Securities Inc.) (the "Purchaser") pursuant to which the Purchaser has agreed to buy the Certificates on the terms and conditions set forth therein; and 07/26/86 2599k/2160/06 -2- WHEREAS, there has been presented to this City Council at this meeting a Preliminary Official Statement relating to the Certificates dated July 30, 1986 (the "Preliminary Official Statement"); and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BAKERSFIELD DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1: This City Council hereby consents to the preparation, sale and delivery of the Certificates in an aggregate principal amount of not to exceed $8,750,000 in accordance with the terms and provisions of the Trust Agreement. The purposes for which the proceeds and the Certificates shall be expended are to pay the cost of the acquisition of the equipment, provide interest during construction, a reserve fund and the costs of the sale and delivery of the Certificates. SECTION 2: Security Pacific National Bank, Los Angeles, California, is hereby appointed as Trustee on behalf of the holders of the Certificates with the duties and powers of such trustee as set forth in the Trust Agreement. SECTION 3: The proposed forms of the Agency Agreement and the Lease Agreement are hereby approved. The Mayor and the City Clerk are hereby authorized and directed for and in the name of the City to execute said Agency Agreement and Lease Agreement. The Agency Agreement and the Lease Agreement shall be executed in substantially the form hereby approved, with such additions thereto and changes therein as are recommended 07/26/86 2599k/2160/06 -3- or approved by Special Counsel to the City and the District and approved by such officers, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 4: The proposed form of the Trust Agreement relating to the Certificates is hereby approved. The Mayor and City Clerk are hereby authorized and directed for and on behalf of the City to execute, acknowledge and deliver to the Trustee the Trust Agreement in substantially the form approved hereby, with such changes thereto or changes therein as recommended or approved by Special Counsel to the City and approved by such officers, such approval to be conclusively evidenced by the execution and delivery thereof. The City consents to the assignment of the rental payments as provided in he Assignment Agreement. SECTION 5: The form of the Purchase Agreement and the sale of the Certificates pursuant thereto are hereby approved and the City Manager or his designee is hereby authorized and directed to evidence the City's acceptance of the terms and provisions of the Purchase Agreement by executing and delivering the Purchase Agreement in the form presented to the City at this meeting, with such changes therein as are recommended or approved by Special Counsel to the City and the District and approved by the City Manager, such approval to be conclusively evidenced by the execution and delivery thereof; provided, however, the net interest rate shall not exceed 8.50~ 07/26/86 2599k/2160/06 -4- and the maximum discount of the aggregate principal amount of the Certificates shall not exceed 5~. SECTION 6: The form of the Certificates as set forth in the Trust Agreement is hereby approved. SECTION 7: The form of the Preliminary Official Statement and the distribution of said Preliminary Official Statement to purchasers of the Certificates are hereby approved, and the City Manager or his designee is hereby authorized and directed to execute and deliver the final Official Statement in accordance with the Purchase Agreement in substantially the form hereby approved, with such additions thereto and changes therein as are recommended or approved by Special Counsel to the City and approved by such officer, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 8: The Special Counsel Agreement is approved and the Mayor or the City Manager is authorized to execute said agreement. SECTION 9: The Mayor, the Vice Mayor, the City Clerk, the City Manager and the other officers of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents which they may deem necessary and advisable in order to consummate the sale and delivery of the Certificates and otherwise effectuate the purposes of this Resolution, and such 07/26/86 2599k/2160/06 -5- actions previously taken by such officers are hereby ratified and confirmed. SECTION 10: This Resolution shall take effect from and after its date of adoption. PASSED AND ADOPTED by the City Council of the City of Bakersfield at a regular meeting held on the 30th day of July, 1986. CITY OF BAKERSFIELD ATTEST: Mayor CITY CLERK APPROVED AS TO FORM.' CI%~f ~TTORNEY ,z 07/26/86 2599k/2160/06 -6- STATE OF CALIFORNIA COUNTY OF KERN The undersigned, City Clerk of the City of Bakersfield, does hereby certify that the foregoing resolution was duly adopted by the City Council of said City at a regular meeting held on the 30th day of July 1986, and that it was so adopted by the following vote: AYES: NOES: ABSENT: ABSTAIN: COUNCILPERSON: Childs, Dickerson, Salvaggio, Smith COUNCILPERSON: None Moore, Ratty ~COUNCILPERSON: Christensen COUNCILPERSON: None City Clerk, City of Bakersfield 07/26/86 2599k/2160/06 -7- STATE OF CALIFORNIA COUNTY OF KERN The undersigned, City Clerk of the City of Bakersfield, does hereby certify that the foregoing is a full, true and correct copy of RESOLUTION NO. 116-8~ of the City Council and that the same has not been amended or repealed. DATED: July 30 , 1986. (SEAL) City Clerk, City of Bakersfield 07/26/86 2599k/2160/O6 -8-