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HomeMy WebLinkAboutRES CC 1997 1323 1997 0604RESOLUTION NO. 97- 13 2 3 CITY OF MOORPARK A RESOLUTION AU`rEK)RL73NG AhCENDMENT OF THE INDENTURE AND VARIOUS OTHER DOCUMB24TS RELATING TO THE CITY OF MOORPARK VARIABLE RATE DEMAND MULTIFAMILY HOUSING REFUNDING REVENUE BONDS (LE CLUB APARTMENTS PROJECT) 1992 SERIES A WHEREAS, the City of Moorpark (the "City ") and Bank of America National Trust and Savings Association, as predecessor to First Trust of California, National Association (the "Trustee "), entered into an Indenture of Trust dated as of November 1, 1992 (the "Indenture% p wAding for the isnukoe of and securing the City's $21,700,000 Variable Rate Demand Multifamily Housing Refuacin$ Revenue Bonds (Le Club Ants Project) 1992 Series A (the "Bands ") to refund certain then outstanding bonds of the City (the "Prior Bonds "); WHEREAS, the City and Moorpark Le Club, Ltd., A California Limited Partnership (the "Developer ") entered into a Loan Agreement, dated as of November 1, 1992 (the "Loan Agreement ") relating to the financing of a multifamily rental housing development in the City of Moorpark, California (the "Project "); WHEREAS, the City, the Trustee and the Developer had previously entered into a Regulatory Agreement, dated as of December 1, 1985 (the "Regulatory Agreement ") providing for certain requirements applicable to the Project; WHEREAS, Citibank, N.A. issued a letter of credit dated November .12, 1992 in favor of the Trustee to secure, among. other things, the payment of principal and interest on the Bonds; WHEREAS, the Developer now proposes to sell and transfer the Project to Security Capital Pacific Trust (the "Purchaser "), and the Purchaser proposes to have a replacement Letter of Credit issued by Commerzbank Aktiengesellschaft, Los Angeles Branch (the "Bank "); and WHEREAS, the Purchaser and the Bank have requested that the City enter into a supplemental indenture, and it is dedrable that the City enter into an amendment to the Regulatory Agreement, in the mpeetive forms of, and for the reasons and purposes set forth in, the respective forms of First Supplemental Indenture and First Amendment to Regulatory Agreement presented at this meeting; NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND DECLARED by the City Council of the City of Moorpark, California, as follows: stn -74M.1 1. The First Supplemental Indenture in the form presented at this meeting is hereby approved, and the Mayor or City Manager is hereby authorized and directed to execute, by manual or facsimile signature, attested by the City Clerk of the City or any deputy thereof under the seal of the City, and such officers are authorized and directed to deliver to the Trustee, for and in the name and on behalf of the City, a supplemental indenture in substantially such form, with such additions, changes and corrections either of them may approve upon consultation with counsel to the City and Bond Counsel to the City, such approval to be conclusively evidenced by the execution of said supplemental indenture with such additions, changes or corrections. 2. The First Amendment to Regulatory Amt in the form presented at this meeting is hereby approved, and the Mayor or City Mam4W is hereby authorized and directed to execute, by manual or facsimile aaupu uue, attested by the City Clerk of the City or any deputy thereof under the seal of the City, and soh officers are authorized and directed to deliver to the Trustee and the Developer or Purchaser, as successor to the Developer, for and in the name and on behalf of the City, an amendment to the Regulatory Agreement in substantially such form, with such additions, changes and corrections either of them may approve upon consultation with counsel to the City and Bond Counsel to the City, such approval to be conclusively evidenced by the execution of said amendment to the Regulatory Agreement with such additions, changes or corrections. 3. All actions heretofore taken by the officers and agents of the City with respect to the We and transfer of the Project and the amendment of the Indenture and the Regulatory Agreement are hereby approved, confirmed and ratified, and the proper officers of the City are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions and execute and deliver any and all certificates, agreements and other documents, including but not limited to those described in the Indenture, the Loan Agreement and the Regulatory Agreement, which they, or any of them, may deem necessary or advisable in order to consummate the sale and transfer of the Project and the amendment of the Indenture and the Regulatory Agreement, in accordance with this resolution and any resolution heretofore adopted by the City and in order to carry out the transactions contemplated by the Indenture, the Loan Agreement and the Regulatory Agreement. 4. All further consents, approvals, notices, orders, requests and other actions permitted or required by the Indenture, the Loan Agreement, the Regulatory Agreement or any related documents, including without limitation any of the foregoing which may be necessary or desirable in connection with any default under or further amendment of such documents, any transfer or other disposition of the Project, any substitution of credit enhancement for the Bonds or any redemption of the Bonds, may be given, taken or approved by the City Manager of the City without further authorization by this City Council, and the City Manager is hereby authorized and directed to give any such consent, approval, notice, order or request and to take any such action which such officer may deem necessary or desirable to further the purposes of this resolution, the Indenture, the Loan Agreement, the Regulatory Agreement and any related documents. s2-74aWl ■ v 5. All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed. This Resolution shall take effect immediately its passage and SF2•74M.I 000297 1 799 Moorpark Avenue Moorpark, California 93021 (805) 529 -6864 STATE OF CALIFORNIA ) COUNTY OF VENTURA ) ss. CITY OF MOORPARK ) I, Lillian E. Hare, City Clerk of the City of Moorpark, California, do hereby certify under penalty of perjury that the foregoing Resolution No. 97- 1323 was adopted by the City Council of the City of Moorpark at a meeting held on the 4th day of JUNE , 1997, and that the same was adopted by the following vote: AYES: COUNCILMEMBERS EVANS, PEREZ, WOZNIAK AND MAYOR HUNTER NOES: NONE ABSENT: COUNCILMEMBER TEASLEY ABSTAIN: NONE WITNESS my hand and the official seal of said City this 12th day of JUNE . , 1997. -i lian E. Hare, C ity Clerk PATRICK NI MIT= OCn V O glcv nLLM4bVP%ffMJr f Mu&m