HomeMy WebLinkAbout19127 - RESOLUTIONS - 9/3/1997 RESOLUTION NO. 19127
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
PALM SPRINGS, CALIFORNIA, APPROVING AND
AUTHORIZING THE EXECUTION OF A REFUNDING TRUST
AGREEMENT, A SUPPLEMENTAL LEASE AGREEMENT NO.
2 AND OTHER LEGAL DOCUMENTS WITH RESPECT TO
' THE CITY OF PALM SPRINGS FINANCING AUTHORITY
LEASE REVENUE REFUNDING BONDS, 1997 SERIES A
(CONVENTION CENTER PROJECT)
WHEREAS, on November 5, 1984, the City Council (the "City
Council") of the City of Palm Springs (the "City") , adopted a
Resolution entitled "RESOLUTION AUTHORIZING DELIVERY OF THE CITY OF
PALM SPRINGS CERTIFICATES OF PARTICIPATION (CONVENTION CENTER
PROJECT) FOR THE PURPOSE OF FINANCING THE ACQUISITION AND
DEVELOPMENT OF A CONVENTION CENTER FACILITY (THE "PROJECT") AND
AUTHORIZING THE EXECUTION AND DELIVERY OF VARIOUS DOCUMENTS
PERTAINING TO THE PROJECT; and
WHEREAS, $36 , 670,000 aggregate principal amount of Certificate
of Participation (Convention Center Project (the "Certificates of
Participation") were sold and delivered on November 5, 1984; and
WHEREAS, on December 31, 1984, the City Council adopted a
Resolution entitled, "RESOLUTION APPROVING THE FORM OF AN AMENDED
AND RESTATED TRUST AGREEMENT, DATED AS OF NOVEMBER 1, 1984, BY AND
AMONG FIRST INTERSTATE BANK OF CALIFORNIA, THE CITY OF PALM SPRINGS
AND SENCA PALM SPRINGS, INC. ; AUTHORIZING THE EXECUTION THEREOF;
AMENDING A CERTAIN RESOLUTION OF THE CITY OF PALM SPRINGS ADOPTED
ON NOVEMBER 1, 1984; AND PROVIDING AN EFFECTIVE DATE; " and
WHEREAS, on March 28, 1985, the City Council adopted a
1 Resolution entitled, "RESOLUTION APPROVING THE FORM OF A SECOND
AMENDED AND RESTATED TRUSTED AGREEMENT, DATED AS OF NOVEMBER 1,
1984, BY AND AMONG FIRST INTERSTATE BANK OF CALIFORNIA, THE CITY OF
PALM SPRINGS AND SENCA PALM SPRINGS, INC. ; APPROVING THE FORM OF AN
AMENDED AND RESTATED INSTALLMENT SALE AGREEMENT, DATED AS OF
NOVEMBER :1., 1984, BY AND BETWEEN SENCA PALM SPRINGS, INC. AND THE
CITY OF PALM SPRINGS; AUTHORIZING THE EXECUTION THEREOF; APPROVING
THE FORM OF AN AMENDED AND RESTATED DEVELOPMENT AGREEMENT, DATED AS
OF DECEMBER 31, 1985, BY AND BETWEEN THE CITY OF PALM SPRINGS AND
EACH OF ELEVEN LIMITED PARTNERSHIPS; AMENDING A CERTAIN RESOLUTION
OF THE CITY OF PALM SPRINGS ADOPTED ON DECEMBER 31, 1984; APPROVING
THE OFFICIAL STATEMENT AND RATIFYING THE USE OF THE PRELIMINARY
OFFICIAL STATEMENT RELATING TO THE REMARKETING OF THE CERTIFICATES
OF PARTICIPATION (CONVENTION CENTER PROJECT) ; APPOINTING A PAYING
AGENT WITH RESPECT TO SAID CERTIFICATES; AUTHORIZING THE
REMARKETING OF SAID CERTIFICATES; ACCEPTING THE RESIGNATION OF A
REMARKETING AGENT AND WAIVING A THIRTY DAY NOTICE PERIOD IN
CONNECTION THEREWITH; AUTHORIZING OFFICIALS OF THE CITY TO TAKE ANY
AND ALL ACTION NECESSARY IN CONNECTION WITH THE REMARKETING OF SAID
CERTIFICATES; RATIFYING, CONFIRMING AND APPROVING ALL ACTIONS
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HERETOFORE TAKEN IN CONNECTION WITH SAID CERTIFICATES, AND
PROVIDING AN EFFECTIVE DATE; and
WHEREAS, the aforementioned Certificates of ]Participation were
redeemed on December 31, 1985 in accordance with the terms of the '
Second Amended and Restated Trust Agreement; and
WHEREAS, on December 18, 1985 the City Council adopted a
Resolution, entitled A RESOLUTION OF THE CITY OF PALM SPRINGS
APPROVING AND AUTHORIZING THE EXECUTION OF SUBLEASE AGREEMENT
RELATING TO CONVENTION CENTER FACILITIES AND OTHER LEGAL DOCUMENTS
WITH RESPECT THERETO, pursuant to which the 1965 Certificates of
Participation (Convention Center Project) (the 111985 Certificates")
were issued in an aggregate principal amount of $35, 000,000, the
proceeds of which were used to replace the proceeds of the
Certificates of Participation authorized, sold and delivered on
November 5, 1984, which were not expended on the Project for which
such Certificates of Participation were issued;' and
WHEREAS, the City Council issued the 1988 Refunding
Certificates of Participation (Convention Center Project) (the
111989 Certificates") in an aggregate principal amount not to exceed
$39, 500, 000, the proceeds of which were to pay and discharge the
1985 Certificates; and.
WHEREAS, the City Council refunded the 1988 Certificates
through the issuance of the City of Palm Springs Financing
Authority Lease Revenue Bonds, 1991 Series A (111991 Bonds") in the
aggregate amount of $50, 668,512.10; and
WHEREAS, the City has determined to advance refund a portion '
of the 1991 Bonds through the issuance of the City of Palm Springs
Financing Authority Lease Revenue Refunding Bonds, 1997 Series A
(Convention Center Project) (the "Bonds") .
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City
of Palm Springs that:
Section 1. The form of the Supplemental Trust Agreement
Relating to Convention Center Facilities (the
"Trust Agreement") , dated as of October 1, 1.997, by
and among BNY Western Trust Company, as Trustee
(the "Trustee") , the City of. Palm Springs ( ,,city")
and the City of Palm Springs Financing Authority
("Authority") submitted herewith is hereby approved
and the Mayor or City Manager or Finance Director
and other appropriate officials of City are hereby
authorized and directed to execute, acknowledge and
deliver, in the name and on behalf of City, the
Trust Agreement, with such changes therein not
inconsistent with this resolution as may be
permittiad under the laws of the State and approved
by the Mayor or City Manager or Finance Director or
any other officers executing the same on behalf of
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City. The approval of such changes by said Mayor
or City Manager or Finance Director or other
officers shall be conclusively evidenced by their
execution of such First Supplemental Trust
Agreement ,
' Section 2. The form of the Supplemental Lease Agreement No, 2
Relating to Convention Center Facilities dated as
of October 1, 1997, by and between Authority, as
Lessor, and City, as Lessee (the 'Lease Agreement")
submitted herewith is hereby approved and the Mayor
or City Manager or Finance Director and other
appropriate officials of City are hereby authorized
and directed to execute, acknowledge and deliver,
in the name and on behalf of City, the lease
Agreement, with such changes therein not
inconsistent with this resolution and not
substantially adverse to the City as may be
permitted under the laws of the State and approved
by the Mayor or City Manager or Finance Director of
any other officers executing the same on behalf of
City. The approval of such changes by said Mayor
or City Manager or Finance Director or other
officers shall be conclusively evidenced by their
execution of such Lease Agreement.
Section 3 . The form of Escrow Deposit Agreement, dated as of
October 1, 1997, by and between BNY Western Trust
Company as Escrow Agent, the Authority and the
City, submitted herewith be and is hereby approved
in substantially the form presented to this
meeting, or with such changes as may be approved by
' the Mayor or City Manager or Finance Director of
any other officers executing the same, said
officer's execution thereof to constitute
conclusive evidence of said officer' s approval of
all changes from the foam presented to this
meeting, and each of said officers be and is hereby
authorized to execute and deliver said Agreement.
Section 4. The Preliminary Official Statement, in the form
attached hereto, and the distribution thereof are
hereby ratified, confirmed and approved, with such
changes, modifications, insertions and deletions as
may be approved by Special Counsel to City. A
final Official Statement shall be prepared and is
hereby approved for use with respect to the
marketing of the Bonds shall be substantially in
the form of the Preliminary Official. Statement,
with such changes, modifications, insertions and
deletions as may be approved by Special Counsel and
the Mayor or City Manager or Finance Director is
hereby authorized and directed to execute the same.
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Section 5. The Mayor or City Manager or Finance Director or
any other appropriate officers of City are further
authorized and directed to execute such
certifications, financing statements, bond purchase
agreements, assignments, the official statements
and instruments as are, in the opinion of Special '
Counsel , necessary or appropriate to perfect the
assignments set forth in the Trust: Agreement and to
consummate the transactions contemplated by this
Resolution and provided for in the aforementioned
documents.
Section G. It is found and determined that all formal actions
of City concerning and relating to the adoption of
this Resolution were adopted in an open meeting of
the City Council., and that all deliberations of the
City Council and of any of its committees that
resulted in these formal actions, were in meetings
open to the public im compliance with all legal
requirements.
Section 7 . All actions heretofore taken by City or any of its
officials, officers or employees in connection with
the sal.e and delivery or remarketing of the Bonds
are hereby ratified, confirmed anal approved.
Section 8 . Prior Resolutions. Any resolutions of the City
Council. adopted prior to this resolution are, to
the extent they are inconsistent or conflict with
this resolution., hereby repealed and rescinded.
Section 9 . This resolution shall take effect and be .i.n force
immediately upon its adoption.
ADOPTED this 3rd day of September, 1997.
AYES: Members Barnes, Hodges, Oden, Spurgin and Mayor Kleindienst
NOES: None
ABSENT: None
ATTEST: CITY OF PALM SPRINGS.,, CALIFORNIA
�— City Clerk GPI° City Manager
REVIEWED & APPROVF,D _
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