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HomeMy WebLinkAboutRES NO 41-83RESOLUTION NO. al-83 RESOLUTION AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF CITY OF BAKERSFIELD DEPOSIT WITH LENDER REVENUE BONDS TO FINANCE THE ACQUISITION AND RENOVATION OF THE KRESS DEPARTMENT STORE BY KRESS BUILDING ASSOCIATES WHEREAS, the City Council of the City of Bakersfield (the "City") has, by Ordinance No. 2737 New Series, adopted by the Council on April 28, 1982, enacted the City of Bakersfield Economic Development Revenue Bond Law (herein called the "Law"), authorizing and establishing a procedure for the issuance of revenue bonds by the City for the purpose of financing the acquisition, construction and improvement of industrial, commercial and business facilities; and WHEREAS, the City Council of the City has, by Resolution No. 34-82 , adopted on April 14 , 1982, preliminarily aproved th~--~ssuance of revenue bonds to finance the acquisition and renovation of the Kress Department Store (the "Project"); and WHEREAS, final approval of the terms of the issuance and sale of such bonds and various related matters is now sought; and WHEREAS, public hearing on issuance of bonds the City Council of the City has held a the matter and now desires to authorize the to finance the Project; NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Bakersfield, as follows: Section 1. Pursuant to the Law, revenue bonds of the City, designated "City of Bakersfield Deposit With Lender Revenue Bonds (Bank of America National Trust and Savings Association), Issue of 1983" (the "Bonds"), in an aggregate principal amount not to exceed $2,000,000, bearing interest at a rate or rates not to exceed 12% per annum, and maturing not later than 25 years from the date of issuance thereof, are hereby authorized to be issued. Section 2. The proposed form of trust indenture (the "Indenture"), between the City and Security Pacific National Bank (the "Trustee"), presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Indenture in substantially said form, with such changes therein as such officer and the City Attorney may requ~Lre or approve, such approval to be conclusively evidenced by the execution and delivery thereof. The date, maturity dates, interest rate or rates, interest payment dates, denominations, forms, registration privileges, manner of execution, place or places of payment, terms of redemption and other terms of the Bonds shall be as provided in said Indenture~. as finally executed, subject to the limitations set forth in Section 1 above. Section 3. The proposed form of time deposit agreement (the "Deposit Agreement"), among the City, the Trustee and Bank of America National Trust and Savings Association (the "Lender"), presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Deposit Agreement in substantially said form, with such changes therein as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 4. The proposed form of program agreement (the "Program Agreement"), among the City, the Trustee, the Lender and Kress Building Associates (the "Company"), presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Program Agreement in substantially sa~d form, with such changes therein as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 5. Sale of the Bonds by the C~ty to Wulff, Hansen & Co. (the "Purchaser"), at any time within 180 days after the date of adoption of this resolution, is hereby approved. The proposed form of bond purchase contract (the "Purchase Contract"), between the City and the Purchaser, presented to this meeting, is hereby approved. The Mayor or City Manager is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver the Purchase Contract in substantially said form, with such changes and containing such terms as such officer and the City Attorney may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 6. Forms of the proposed Indenture, Deposit Agreement, Program Agreement and Purchase Contract shall be placed on file in the office of the City Clerk. Section 7. Bonds in an aggregate principal amount not to exceed $2,000,000 shall be executed by the manual or 2 facsimile signature of the Mayor or City Manager and the seal of the City or a facsimile thereof shall be affixed or imprinted thereon and attested by the manual or fascimile signature of the City Clerk. Section 8. The Bonds, when so executed, shall be delivered to the Trustee for authentication. The Trustee is hereby requested and directed to authenticate the Bonds by executing the Trustee's certificate of authentication appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to the Purchaser in accordance with written instructions executed on behalf of the City by the Mayor or City Manager, which instructions said officer is hereby authorized and directed, for and in the name and on behalf of the City, to execute and deliver to the Trustee. Such instructions shall provide for the delivery of the Bonds to the Purchaser upon payment of the purchase price thereof, which shall be not less than 95~ of the principal amount of the Bonds, plus interest accrued from the date thereof to the date of such purchase. Section 9. The City Clerk is hereby authorized and directed to attest the signature of the Mayor and the City Manager and to affix and attest the seal of the City as may be requested in connection with the execution and delivery of the Bonds and the Indenture, Deposit Agreement, Program Agreement and Purchase Contract in accordance with this resolution. Section 10. All actions heretofore taken by the officers and agents of the City with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the cf/icers of th~ City an~ their authorized deputies are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all certificates and other documents which they may deem necessary or advisable in order to consummate the issuance, sale and delivery of the Bonds and otherwise to carry out, give effect to and comply with the terms and intents of this resolution, the Bonds and the Indenture, Deposit Agreement, Program Agreement and Purchase Contract. Section 1t. This resolution. shall take effect immediately upon its passage. 3 I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the Council of the City of Bakersfield at a regular meeting thereof held on the 2nd day of ~iarch , 1983, by the following vote:-- , c~% . CITY ~x Officio Clerk of the Council of the City of Bakersfield APPROVED this 2nd day of ~iarch 1983 MA~D~ of theY-City of Bakersfield APPROVED as to form: CITY ATTORNEY of th~ City of Bakersfield 4