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HomeMy WebLinkAbout7/3/1985 - HA RESOLUTIONS RESOLUTION NO. I OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, DESIGNATING OFFICERS AND STAFF OF THE AUTHORITY. WHEREAS the City Council of the City of Palm Springs has activated a public housing authority for the purpose of issuing tax exempt bonds to encourage the construction of affordable housing and; WHEREAS is it necessary to designate officers and staff of the Authority in order to proceed with the conduct of business. NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: Section 1. That the Mayor of the City of Palm Springs be designated as the Chairman of the Housing Authority of the City of Palm Springs. Section 2. That the Vice-Mayor of the City of Palm Springs be designated as the Vice-Chairman of the Housing Authority of the City of Palm Springs. Section 3. The the City Manager of the City of Palm Springs be designated as the Executive Director and Secretary of the Housing Authority of the City of Palm Springs. Section 4. That the City Clerk of the City of Palm Springs he designated as the Assistant Secretary of the Housing Authority of the City of Palm Springs. ' Section 5. The Executive Director is hereby authorized to sign resolutions adopted by the Authority and the Assistant Secretary shall attest thereto. ADOPTED this __ sJu1X----3rd __ day of 1985. ._ . —�. AYES: Members Foster, Maryanov and Chairman Bogert NOES: None ABSENT: Members Birer and Smith ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS Bye �.,� Assis£anl Secretary `- - EExecutiV�ect01" --- REVIEWED & APPROVED: WP/CCHA RESOLUTION NO.! 2 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, CONCERNING THE ISSUANCE OF REVENUE BONDS TO FINANCE THE CONSTRUCTION Of A MULTI-FAMILY HOUSING DEVELOPiNIEIVf. WHEREAS, the Commissioners of the Housing Authority of the City of Palm Spring (the "Authority") , after careful study andlconsideration, have determined that there is a shortage of safe and sanitary housing within the City of Palm Springs ( the "City") , particularly for lgrw or moderate income persons, and that, it is in the best interest of the residents of the City and in furtherance of the health, safety, and welfare of the public for the Authority to assist in the financing of multi-family rental housing units; WHEREAS, pursuant to Division 24 of the Health and Safety Code of the State of California, and particularly Chapter 1 of Part 2 thereof ( the "Act") , the Authority is empowered to issue and sell , bonds, notes and other obligations for the purpose of making mortgage loans or otherwise providing funds to finance the development of multi-family !rental housing including units for lower income households and very low income households; and WHEREAS., the Authority has now determined ', to provide financing for the multi- family rental housing development identified in Exhibit A hereto (the "Development") , and in order to finance the Development the Authority intends to issue one or more issues of revenue ' bonds, notes or other obligations pursuant to the Act; NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: Section 1: The Authority hereby determines that it is necessary and desirable to provide construction and permanent financing for the Develop- ment by the issuance, pursuant to the Act or other appropriate authority, of one or more issues of mortgage revenue bonds, notes or other obligations (the `°Bonds") in an aggregate principal amount not to exceed the amount set forth on Exhibit A hereto. The Development is to be located at the site and is to consist of approximately the number of units set forth in said Exhibit A, and is to be developed and owned by the Developer described therein or by a related entity or an , entity to be created by persons comprising said Developer. The Development shall meet the requirements of the Act and:: any federal requirements for tax exemption of interest on the Bonds, including without limitation requirements with respect to availabiltiy of units in the Develop- ment for occupancy by persons of low or moderate income. Subject to final approval by the Commissioners of the Authority, the Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to take all necessary actions to finance the Development, including the actions necessary for the issuance of 'the Bonds. Section 2: It is intended that this reslolution shall constitute "some other official action" toward the issuance of the Bonds to finance the Development within the meaning of Section 1.103-8 (a) (5) of the Treasury Requaltions promulgated tinder Section 103 of the Internal Revenue Code of 1954, as amended. Section 3c Morgan, Lewis and Bockius, , Los Angeles, California, is hereby selected and designated as ',bond counsel for the Authority in connection with the proposed jssuance of the Bonds. I"JP/CC HA Resolution NO. 2 Section The Executive Director of the Authority and other officer's of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 5: Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Development. Section 6: The issuance and sale of the bonds are subject to the condition that at least thirty percent (30%) of the project units are to be occupied by low income or moderate income residents. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this 3rd - - day of ------ July I985. AYES: Members Foster, Maryanov and Chairman Bogert NOES: None ABSENT: Members Birer and Smith ATTEST: HOUSING AUTHORITY OF THE CITY OF"PALM SPRINGS By VAssistant Secretary Executive irector REVIEWED & APPROVED: WP/CC HA EXHIBIT Q to RESOLUTION NO, 2 Name of development: Warmington Capital Apartments Maximum Amount of Bond Issues: A!'000,000.00 Location or Development: East of north Palm Canyon Drive and South of Alvarado Street Number of Units: Approximately 90 Developer/Initial Owner Warmington Capital Corporation of Development WP/CC HA �7f RESOLUTION NO. 3 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, CONCERNING THE ISSUANCE OF REVENUE BONDS TO FINANCE THE CONSTRUCTION OF A MULTI-FAMILY HOUSING DEVELOPMENT. WHEREAS, the Commissioners of the Housing Authority of the City of Palm Spring (the "Authority") , after careful study and consideration, have determined that there is a shortage of safe and sanitary housing within the City of Palm Springs (the "City"), particularly for low or moderate income persons, and that it is in the best interest of the residents of the City and in furtherance of the health, safety, and welfare of the public for the Authority to assist in the financing of multi-family rental housing units; WHEREAS, pursuant to Division 24 of the Health and Safety Code of the State of California, and particularly Chapter 1 of Part 2 thereof (the "Act") , the Authority is empowered to issue and sell bonds, notes and other obligations for the purpose of making mortgage loans or otherwise providing funds to finance the development of multi-family rental housing including units for lower income households and very low income households; and WHEREAS, the Authority has now determined to provide financing for the multi.- family rental housing development identified in Exhibit A hereto (the "Development") , and in order to finance the Development the Authority intends to issue one or more issues of revenue bonds, notes or other obligations pursuant to the Act; NOW, THEREFORE, BE 11' RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: ' Section 1: The Authority hereby determines that it is necessary and desirable to provide construction and permanent financing for the Develop- ment by the issuance, pursuant to the Act or other appropriate authority, of one or more issues of mortgage revenue bonds, notes or other obligations (the "Bonds") in an aggregate principal amount not to exceed the amount set forth on Exhibit A hereto. The Development is to be located at the site and is to consist of approximately the number of units set forth in said Exhibit A, and is to be developed and owned by the Developer described therein or by a related entity or an entity to be created by persons comprising said Developer, The Development shall meet the requirements of the Act and any federal requirements for tax exemption of interest on the Bonds, including without limitation requirements with respect to availabiltiy of units in the Develop- ment for occupancy by persons of low or moderate income. Subject to final approval by the Commissioners of the Authority, the Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to take all necessary actions to finance the Development, including the actions necessary for the issuance, of the flnnds, Section ?: It is intended that this resolution shall constitute "some other official action" toward the issuance of the Bonds to finance the ' Development within the meaning of Section 1.103-8 (a) (5) of the Treasury Regualtions promulgated under Section 103 of the Internal Revenue Code of 1954, as amended, Section 3: Morgan, Lewis and Bockius, Los Angeles., California, is hereby selected and designated as bond counsel for the Authority in connection with the proposed issuance of the Rondc,, WP/CC HA Resolution No. 3 Section n: The Executive Director of the Authority and other officers of the Authority are hereby authorizedland directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary i or desirable to effectuate the purposes of this resolution. Section 5: Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Development, Section 6: The issuance and sale of the bonds are subject to the condition that at least ten percent (10%) of the project units are to be occupied by low income residents and at least fifteen percent (15%) of the project is toi be occupied by moderate income residents throughout the life 'of the bond and the project shall otherwise meet any federal requirements for tax exemption of interest and any requirements of the City applicable to such financing. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this __ 3rd__`_ day of _ July_ 1g85. AYES: Members Foster, Maryanov and Chairman Bogert NOES: None ABSENT: Members Birer and Smith ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS By c Asrsistant Secretary Executive Director REVIEWED & APPROVED: _ — —�` ------, -- WP/CC HA EXHIBIT A to RESOLUTION N0. 3 Name of Development: Simpson/Anderholt Apartments Maximum Amount of Bond Issues: $5,000,000.00 Location of Developments McCarthy and San Rafael Streets Number of Units: Approximately 1.19 Developer/Initial Owner R.L. Simpson & John Anderholt of Development 1 WR/CC HA RESOLUi"ION NO:, 4 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INSTRUCTING STAFF TO DEVELOP A COOPERATION AGREEMENT WITH THE RIVERSIDE COUNTY HOUSING AUTHORITY. WHEREAS, the Housing Authority of the City of Palm Springs was activated for the sole purpose of issuing tax exempt bonds when appropriate to encourage construction of affordable housing; and WHEREAS the City of Palm Springs has an existing agreement with the Riverside County Housing Authority to carry out all other Housing Authority functions; and WHEREAS the Housing Authority of the City of Palm Springs is in favor of continuing the current role of the Riverside County Housing Authority in performing its existing functions within the City, NOW, THEREFORE, BE IT RESOLVED that staff is instructed to develop a cooperation agreement between the Housing Authority of the City of Palm Springs and the Riverside County Housing Authority which would place all Housing Authority responsibilities, except that of bond issuance, with the Riverside County Housing Authority and would place responsibility for bond issuance with the Housing Authority of the 'City of Palm Springs. ADOPTED this 3rd day of JuIY 1985. AYES: Members Foster, Maryanov and Chairman Bogert NOES: None , ABSENT: Members Birer and Smith ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS BY ------ —'Assistant Secretary xecuti/ie Director-- REVIEWED 8 APPROVED: WP/CCHA RFS01_IITTON NO. 5 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRTNGS, CALIFORNIA, APPROVING A REGULAR MEETING SCHFDHVF. WHEREAS the Palm Springs City Council did, by resolution activate the Housing Authority of the City of Palm Springs for the purpose of issuing tax exempt bonds to finance affordable housing, and WHEREAS it is necessary to establish a regular meeting schedule for the Housing Authority, and WHEREAS it is desirable to schedule Housing Authority meetings to coincide with City council Meetings, NOW, THFRFFORE, RE IT RFSOLvrO by the Commissioners of the Housing Authority of the City of Palm Springs that its regular meetings shall be held on the first and third Wednesday of each month at 7:30 P.m. local time in the Palm Springs City Council Chambers or at some other location as shall be designated by the Housing Authority' s Chairman. ADOPTED this 4th — day of September , IQ AYES: Members Birer, Foster, Maryanov, Smith and Chairman Bogert NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRTNGS By // -------------- \\ Ass-i-stant Secretaryxecut ve Rirec'tor REVIEWED & APPROvEn: RESOLUTION Q 6 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING THE UNDERWRITING SFRVLCFS OF DREXEL RORNHAM LAMBERT FOR THE WARMINGTON CAPITAL CORPORATION APARTMENT PROJECT. WHEREAS the Palm Springs Housing Authority has adopted an Inducement Resolution on behalf of Warmington Capital Corporation; and WHEREAS the Resolution indicated the Authority' s intention to issue tax exempt bonds to finance g0 apartment units on North Palm Canyon Drive at Alvarado; and WHEREAS underwriting services are needed to market the bonds that are issued; and WHEREAS Drexel Burnham Lambert has demonstrated the capacity to provide those underwriting services at reasonable rates, NOW THFRFORF RE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs, California, that the attached agreement with Drexel Rurnham Lambert For underwriting services for the Warmington Capital Corporation Apartment Project is hereby approved. ADOPTED this A_th ,_ day of — Sgptzmb lg AYES: Members Birer, Foster, Maryanov, Smith and Chairman Bogert NOES: None ' ABSENT: None ATTEST: HOUSING AUTHORITY OF THE CITY OF A PALM SPRINGS By Assisecretary----------- ---E-- -------�— xecutivz Direct�re r REVIEWED & APPROVED: — - --- — — ---------- --- --- WP/CC HSG AUTH RESOLUTION NO. 7 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN ISSUER'S FEE FOR ALL TAX EXEMPT BONDS ISSUED BY THE AUTHORITY. WHEREAS the Housing Authority has the legal authority to issue tax exempt bonds to help finance residential development; and WHEREAS the Authority does consider issuing bonds or other 'tax exempt obliga- tions to help finance residential development; and WHEREAS considerable Authority resources are utilized to issue such financing on behalf of development; and WHEREAS the Authority is legally able to charge an Issuer' s fee to defray the costs associated with such -Financings; NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing .Authority of the City of Palm Springs that an Issuer' s Fee of one quarter point be charged for all tax-exempt bonds, Certificates of Participation or other financial obligations issued by the Authority on behalf of private development. ADOPTED this 2nd day of October 1985. AYES: Members Birer, Foster, Maryanov, Smith and Chairman Bogert NOES: None ABSENT:None ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA Bys� secre --------- ---- 4xecutiv Ditur ---- REVIEWED & APPROVED: ---------------- z WP/CC CRA/HA RESOLUTION NO'. B OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, CONCERNING THE ISSUANCE OF REVENUE BONDS TO FINANCE THE CONSTRUCTION OF A MULTI-FAMILY HOUSING DEVELOPMENT. WHEREAS, the Commissioners of the Housing 'Authority of the City of Palm Sprinq (the "Authority"), after careful study and consideration, have determined that there is a shortage of safe and sanitary housing within the City of Palm Springs (the "City") , particularly for low or moderate income persons, and that it is in the best interest of the residents of the City and in further- ance of the health, safety, and welfare of the public for the Authority to assist in the financing of multi-family rental housing units; WHEREAS, pursuant to Division 24 of the Health and Safety Code of the State of" California, and particularly Chapter 1 of Part 2 thereof (the "Act") , the Authority is empowered to issue and sell bonds, notes and other obligations for the purpose of making mortgage loans or otherwise providing funds to finance the development of multi-family : rental housing including units for lower income households and very low income households; and WHEREAS, the Authority has now determined to provide financing for the multi- family rental housing development identified in Exhibit A hereto (the "Development") , and in order to finance the Development the Authority intends to issue one or more issues of revenue, bonds, notes or other obligations pursuant to the Act; NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: Section 1: The Authority hereby determines that it is necessary and desirable to provide construction and permanent financing for the Develop- ment by the issuance, pursuant to the Act or other appropriate authority, of one or more issues of mortgage revenue bonds, notes or other obligations (the "Bonds") in an aggregate principal amount not to exceed the amount set forth on Exhibit A hereto. The Development is to be located at the site and is to consist of approximately the number of units set forth in said Exhibit A, and is to be developed and owned by the Developer described therein or by a related entity or an entity to be created by persons comprising said Developer. The Development shall meet the requirements of the Act and any federal requirements for tax exemption of interest on thee, Bonds, including without limitation requirements with respect to availability of units in the Develop- ment for occupancy by persons of low or moderate income. Subject to final approval by the Commissioners of the Authority, the Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to take all necessary actions to finance the Development, including the actions necessary for the issuance of the Bonds. Section 2: It is intended that this resolution shall constitute "some other official action" toward the issuance of the Bonds to finance the Resolution 8 Development within the meaning of Section 1 .103-8 (a) (5) of the Treasury Regulations promulgated under Section 103 of the Internal Revenue Code of 1954, as amended. Section 3: Morgan, Lewis and Bockius, Los Angeles, California, is hereby selected and designated as bond counsel for the Authority in connection with the proposed issuance of the Bonds, Section d : The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 5: Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Development. Section 6: The issuance and sale of the bonds are subject to the condition that at least twenty percent (20%) of the project units are to be occupied by low income or moderate income residents. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this 2nd day of October 1985. AYES: Members Birer, Foster, Maryanov, Smith and Chairman Bogert NOES: None ' ABSENT: None ATTEST: HOUSING AUTHORITY OF THE CITY 0 PALM SPRINGS By Nssistant Secretary Executive irector REVIEWED & APPROVED: Resolution No. 8 EXHIBIT A to RESOLUTION NO. 8 Name of Development: Casa Verde Apartments Maximum Amount of Bond Issues: $15,000,000.00 Location of Development: North of Amado & east of Hermosa Number of Units: Approximately 290 Developer/Initial Owner Casa Verde Associates of Development WP/CC HA RESOLUTION NO. g OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CAL.IFORNIA, CONCERNING THE ISSUANCE OF REVENUE BONDS TO FINANCE THE CONSTRUCTION OF A MULTI-FAMILY HOUSING DEVELOPMENT. WHEREAS, the Commissioners of the Housing Authority of the City of Palm Spring (the "Authority"), after careful study and consideration, have determined that there is a shortage of safe and sanitary housing within the City of Palm Springs (the "City") , particularly for low or moderate income persons, and that it is in the best interest of the residents of the City and in further- ance of the health, safety, and welfare of the public for the Authority to assist in the financing of multi-family rental housing units; WHEREAS, pursuant to Division 24 of the Health and Safety Code of the State of California, and particularly Chapter I of Part 2 thereof (the "Act"), the Authority is empowered to issue and sell bonds, notes and other obligations for the purpose of making mortgage loans or otherwise providing funds to finance the development of multi-family rental housing including units for lower income households and very low income households; and WHEREAS, the Authority has now determined to provide financing for the multi- family rental housing development identified in Exhibit A hereto (the "Development"), and in order to finance the Development the Authority intends to issue one or more issues of revenue bonds, notes or other obligations pursuant to the Act; NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: ' Section 1: The Authority hereby determines that it is necessary and desirable to provide construction and permanent financing for the Develop- ment by the issuance, pursuant to the Act or other appropriate authority, of one or more issues of mortgage revenue bonds, notes or other obligations (the "Bonds") in an aggregate principal amount not to exceed the amount set forth on Exhibit A hereto. The Development is to be located at the site and is to consist of approximately the number of units set forth in said Exhibit A, and is to be developed -and owned by the Developer described therein or by a related entity or an entity to be created by persons comprising said Developer. The Development shall meet the requirements of the Act and any federal requirements for tax exemption of interest on the Bonds, including without limitation requirements with respect to availability of units in the Develop- ment for occupancy by persons of low or moderate income. Subject to final approval by the Commissioners of the Authority, the Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to take all necessary actions to finance the Development, including the actions necessary for the issuance of the Bonds. Section 2: It is intended that this resolution shall constitute "some other official action" toward the issuance of the Bonds to finance the Housing Authority Resolution 9 Development within the ieanin,g of Section 1 .103-8 (a) (5) \of the Treasury Regulations pi �jmulgat'ed under Section 103 of the Internal Revenue Code of 1954, .is amended. Section 3: Morgan, Lewis and Dockius, jLos Angeles, California, is hereby selected and designated as 'bond counsel for the Authority in connection with the proposed issuance of the Bonds. Section 4: The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 5: Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any, time and for any reason not to issue such Bonds or to finance the Development. Section 6: The issuance and sale of the bonds are subject to the condition that at least twenty percent (20%) of the project units are to be occupied by low income or moderate income residents. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this 12th day of NovAmber 1985. AYES: Members Birer, Foster and Chairman Bogert NOES: None ABSENT: Members Maryanov and Smith ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS By..Z�_ s r� l 5sistant Secretary �Executive�'�� Director REVIEWED $ APPROVED: EXHIBIT A to RESOLUTION NO. 9 Name of Development: Desert Flower Apartments Maximum Amount of Bond Issue: $8,500,000 Location of Development: North of East Palm Canyon Drive & east of Farrell Number of Units Approximately 129 Developer/Initial Owner Desert Flower Investments, of Development A California Limited Partnership RESOLUTION NO. 10 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS AUTHORIZING THE SALE AND DELIVERY OF $8,500,000 AGGREGATE PRINCIPAL AMOUNT OF HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA VARIABLE RATE MULTIFAMILY REVENUE DEMAND BONDS 1985 ISSUE A (DESERT FLOWER PROJECT) FOR THE PURPOSE OF FINANCING MULTIFAMILY HOUSING; APPROVING THE MATURITY DATE, ' INTEREST RATES, DENOMINATIONS, FORM, DATE, REGISTRATION PRIVILEGES AND MANDATORY AND OPTIONAL REDEMPTION PROVISIONS FOR SAID BONDS; APPROVING THE EXECUTION AND DELIVERY OF SAID BONDS; APPOINTING A TRUSTEE; APPROVING AN INDENTURE, LOAN AGREEMENT, COLLATERAL AGREEMENT, REGULATORY AGREEMENT, SERVICING AND CONSTRUCTION DISBURSEMENT AGREEMENT, AGREEMENT TO PURCHASE, PROJECT NOTE AND LETTER OF CREDIT AGREEMENT; APPROVING THE OFFICIAL STATEMENT AND RATIFYING THE USE OF THE PRELIMINARY OFFICIAL STATEMENT; CONSENTING TO THE SALE OF SAID BONDS TO THE UNDERWRITERS; CONSENTING TO THE EXECUTION AND DELIVERY OF THE BOND PURCHASE AGREEMENT; AUTHORIZING OFFICIALS OF THE AUTHORITY TO TAKE ANY AND ALL ACTION NECESSARY IN CONNECTION WITH THE SALE AND DELIVERY BY THE TRUSTEE OF SAID BONDS; RATIFYING, CONFIRMING AND APPROVING ALL ACTIONS HERETOFORE TAKEN IN CONNECTION WITH THE SALE AND DELIVERY OF SAID BONDS; REPEALING ALL PRIOR INCONSISTENT RESOLUTIONS WITH RESPECT TO SAID BONDS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on November 12, 1985, the Housing Authority of the City of Palm Springs, California ( the "Authority") adopted Resolution No. 9 of the Authority (the "Inducement Resolution") wherein the Authority determined that it was necessary and proper to provide construction and permanent financing for the multi-family housing project known as the Desert Flower Project and more fully described in Exhibit A to the Inducement Resolution; and WHEREAS, notice of a public hearing regarding the issuance of revenue bonds for the Project has been duly published in accordance with the requirements of Section 103(K) of the Internal Revenue Code of 1954, as amended; and WHEREAS, the members of the Housing Authority are the applicable representatives to conduct a public hearing regarding the issuance of the revenue bonds for the Project; and WHEREAS, the Housing Authority has conducted a public hearing regarding the issuance of the revenue bonds for the Project and determined it to be in the public interest to issue revenue bonds the net proceeds of which will be used to make a mortgage loan to provide financing for the Project in furtherance of the purposes of the Act, which loan will serve the public safety, health and welfare of the citizens of the State and the City of Palm Springs; and WHEREAS, the Authority has heretofore considered opportunities to contribute to the economic feasibility of the Project, and of the units therein which will be reserved for occupancy by persons and families of low or moderate income, through reductions in construction and design requirements, by making provision for density bonuses,' by providing for expedited processing, and by making provision for other financial incentives; and WHEREAS, all acts, conditions and things required by the Act, and by all other laws of the Stalte of California, to exist, to have happened and to have been performed precedent to and in connection with the issuance of the aforesaid revenue bonds exist, have happened, and have been performed in regular and due time, form and manner as required by law, and the Authority is now duly authorized and empowered, pursuant to each and every requirement of law, to issue such revenue bonds for the purpose, in the manner and upon the terms herein provided; and WHEREAS, said revenue bonds are to be issued hereunder in an aggregate principal amount not to exceed $8 , 500, 000 and are to be designated as the "Housing Authority of Palm Springs Variable Rate Multifamily Revenue Demand Bonds 1985 Issue A (Desert Flower Project ) ( the "Bonds" )'; NOW, THEREFORE, BE IT RESOLVED by the members of the Housing Authority of the City of Palm, Springs, California, as follows: Section 1 . Definitions. All terms defined in the ' Indenture, the form of which is attached hereto shall have the meanings ascribed thereto in said Indenture when used herein. The captions and headings in this Resolution shall be solely for convenience of reference and in no way define, limit or describe the scope or intent of any provisions or Sections of this Resolution. Section 2 . Determinations of the Authority. The Authority does hereby determine that ',(a) the Project and its financing are within the scope of authority of the Authority under the laws of the State, and (b) Ithe financing of the Project 2 - t will require the delivery by the Trustee of the Bonds in the aggregate, principal amount of $8, 500,000. Section 3. Feasibility of Project . Based upon information available from Authority, State of California and federal housing programs and the data with respect to the Project supplied by the developer thereof , it is hereby found and determined that it• is feasible to reserve 20% of the units for low or moderate income individuals and families under the Program, but only in the manner and to the extent set forth in the form of Regulatory Agreement hereinafter approved. It is further found and determined that it is not economically feasible to reserve one-half of the units to be reserved for low or moderate income individuals or families for occupancy on a priority basis to very low income households. Section 4 . Delivery of Bonds. It is determined to be necessary to, and the Authority shall cause the Trustee, as provided herein, and in the Indenture, to deliver Bonds in the aggregate principal amount of $8, 500 , 000 for the purpose of assisting in the financing of costs of acquiring, constructing , installing, equipping or improving the Project . Section S. Terms and Provisions of Bonds . ( a) Generally. The Bonds shall be issued in fully registered form, substantially as set forth in the Indenture, shall be exchangeable for fully registered Bonds of authorized denominations as provided in the Indenture; shall be numbered in the order of their authentication; shall be in the denominations as provided in the Indenture; shall be subject to optional and mandatory redemption in such amounts, upon such conditions, and at such time and prices as are provided in the Indenture; and shall be dated as of the date of original authentication. Each Bond shall bear interest from the most recent Interest Payment Date to which interest has been paid or duly provided for next preceding its date of registration, ( i ) unless the Bond shall be registered prior to January 31, 1986, in which case such Bond shall bear interest from the date of first authentication and delivery of Bonds under the Indenture, or ( ii ) unless the Bond is registered as of the date between a Record Date and the related Interest Payment Date, in which case such Bond shall bear interest from such Interest Payment Date. ( b) Interest Rate and Principal Maturities . The interest component of the Bonds shall be at an initial rate not to exceed twelve percent ( 12%) per annum, which interest rate shall vary after December 31 , 1985 , as specified in the Inden- ture, payable on each Interest Payment Date . The interest rate on the Bonds may be established at a fixed interest rate to be 3 - determined and in certain circumstances recomputed by the Remarketing Agent as provided in the Indenture. The Certificates stall mature on December 1, 2007. The interest on the Bonds shall be payable by check or draft as provided in the Indenture and principal shall be pay- able upon presentation and surrender of the Bonds at the cor- Dorate trust office of the Trustee, ' in both cases deducting for the services of any paying agent. Section 6 . Appointment of Trustee,' Tender Agent , Remarketing Agent, Authenticating Agent , Co-Authenticating Agent, Paying Agent and Co-Paying Agent . Security Pacific National Bank is hereby appointed as Trustee, Paying Agent and Authenticating Agent under the Indenture. Security Pacific National Trust Company (New York) is hereby appointed as Tender Agent , Co-Paying Agent, Co-Bond Registrar, Co-Authenticating Agent and Co-Transfer Agent under the Indenture. Kidder, Peabody & Co. , Incorporated is hereby appointed as Remarketing Agent under the Indenture. Section 7. Documents. In order to provide for the sale and delivery of the Bonds and the consummation of the transac- tions to be consummated thereby, the Executive Director and other officers of the Authority are hereby authorized and directed to ( i ) execute, acknowledge and deliver, in the name and on behalf of the Authority, the Indenture, Loan Agreement , Collateral Agreement, Regulatory Agreement, Letter of credit Agreement , Servicing and Construction Disbursement Agreement , Agreement to Purchase, Tender Agent Agreement, Remarketing Agent Agreement and Bond Purchase Agreement, ( the "Authority Documents" ) and ( ii ) acknowledge and approve the form of Project Note, 'Reimbursement Agreement, First Deed of Trust and: Second Deed of Trust to be executed and delivered by the Developer , all such documents in substantially the forms attached hereto, which instruments are hereby approved, with such changes! therein not inconsistent with this Resolution and not substantially adverse to the Authority as may be permitted under the laws of, the State and approved by the Executive Director or any other officers executing the same on behalf of the Authority. The approval of such changes by said Executive Director or other officers of the Authority , and that such are not substantially adverse to the Authority, snail be conclusively evidenced by the execution of such instruments. Section B. Preliminary Official Statement and Official Statement. The Preliminary Official Statement, in the corm attached hereto, and the distribution thereof are hereby rati- fied, confirmed and approved with such changes, modifications , insertions and deletions as may be approved by special counsel to the Authority. A final Official Statement shall be prepared and is hereby approved for use with respect to the sale of the Bonds and shall be substantially in thelform of the Preliminary Official Statement, with such changes, modifications, insertions � I q _ and deletions as may be approved by special counsel to the Authority, and the Executive Director is hereby authorized and directed to execute the same. Section 9 . Sale of Bonds. The Bonds shall be sold and awarded to FISER Financial & Investment Services and Kidder , Peabody & Co. , Incorporated, the Underwriters named in the Bond Purchase Agreement attached hereto, at a purchase price of not less than 98. 5 percent of the aggregate principal amount thereof. The-Authority hereby consents to such sale and the Executive Director or other officers of the Authority are authorized and directed to execute and deliver the Bond Purchase Agreement on behalf of the Authority and to make the necessary arrangements with the Underwriters in accordance with the terms and conditions set forth in the Bond Purchase Agreement, to establish .the date, location, procedure and conditions for the delivery of the Bonds to the Underwriters and to take all steps necessary to effect due execution and delivery to the Underwriters of the Bonds under the terms of this Resolution and the Indenture. Section 10 . Execution of Documents . The Executive Director or any other appropriate officers of the Authority are further authorized and directed to execute such certifications, financing statements, assignment and instruments as are, in the opinion of special counsel to the Authority, necessary or appro- priate to perfect the assignments set forth in the Indenture and to take any and all such further action and to execute any and all documents, certificates and other agreements or undertakings necessary or desirable in connection with the sale and delivery of the Bonds to the Underwriters and the consummation of all transactions in connection therewith. Section 11 . Arbitrage Covenant of Authority. In addi- tion to other covenants and representations of the Authority con- tained in this Resolution and the Indenture, the Authority further covenants, represents and agrees that it will restrict the use of the proceeds of the Bonds in such manner and to such extent, if any, as may be necessary in the opinion of special counsel delivered to the Authority, after taking into account reasonable expectations at the time of the delivery of and pay- ment of the Bonds, so that the Bonds will not constitute arbitrage bonds under Section 103 ( c) of the Code. Any officer having responsibility for issuing the Bonds is authorized and directed , alone or in conjunction with any of the foregoing or with any other officer , employee, consultant or agent of the Authority or with the Developer or any officer , employee, consultant or agent of the Developer to give an appropriate certificate of the Authority, for inclusion in the transcript of proceedings for the Bonds, setting forth the reasonable 5 - expectations of the Authority regarding the amount and use of the proceeds, ,of the Bonds and the facts, estimates and circumstances on which they are based, such Certificate to be premised on the reasonable expectations and the facts, , estimates and circumstances on which they are based as provided by the Developer , all as of the date of delivery of and payment for the Bonds. Section 12 . Compliance with Open Meeting Requirements . It is found and determined that all formal actions of the Author- ity concerning and relating to the adoption of this Resolution were adopted in an open meeting of the'' Authority, and that all deliberations of the Authority and of any of its committees that resulted in these formal actions , were, in meetings open to the public in compliance with all legal requirements . Section 13 . Prior Actions . All actions heretofore taken by the Authority or any of its members or employees in connection with the sale and delivery of the Bonds are hereby ratified, confirmed and approved. Section 14 . Prior Resolution's . Any resolutions of the Authority adopted prior to this resolution are , to the extent they are inconsistent or conflict with this resolution, hereby repealed and rescinded. Section 15 . Effective Date . This Resolution shall take effect and be in force immediately upon its adoption. ADOPTED this 18th day of December, 1985 . AYES: Members Birer, Foster, Maryanov, Smith and Chairman Bogert ' NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA B'y ��'Assistant Secretary Executive Director f REVIEWED & APPROVED: - 6 - RESOLUTION NO. 11 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, CONCERNING THE ISSUANCE OF REVENUE BONDS TO FINANCE THE CONSTRUCTION OF A MULTI-FAMILY HOUSING DEVELOPMENT. WHEREAS, the Commissioners of the Housing Authority of the City of Palm Spring (the "Authority") , after careful study and consideration, have determined that there is a shortage of safe and sanitary housing within the City of Palm Springs (the "City") , particularly for low or moderate income persons, and that it is in the best interest of the residents of the City and in furtherance of the health, safety, and welfare of the public for the Authority to assist in the financing of multi-family rental housing units; WHEREAS, pursuant to Division 24 of the Health and Safety Code of the State of California, and particularly Chapter 1 of Part 2 thereof (the "Act") , the Authority is empowered to issue and sell bonds, notes and other obligations for the purpose of making mortgage loans or otherwise providing funds to finance the development of multi-family rental housing including units for lower income households and very low income households; and WHEREAS, the Authority has now determined to provide financing for the multi-family rental housing development identified in Exhibit A hereto (the "Development") , and in order to finance the Development the Authority intends to issue one or more issues of revenue bonds, notes or other obligations pursuant to the Act; NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Housing Authority of the City of Palm Springs as follows: Section 1: The Authority hereby determines that it is necessary and desirable to provide construction and permanent financing for the Development by the issuance, pursuant to the Act or other appropriate authority, of one or more issues of mortgage revenue bonds, notes or other obligations (the "Bonds") in an aggregate principal amount not to exceed the amount set forth on Exhibit A hereto. The Development is to be located at the site and is to consist of approximately the number of units set forth in said Exhibit A, and is to be developed and owned by the Developer described therein or by a related entity or an entity to be created by persons comprising said Developer. The Development shall meet the requirements of the Act and any federal requirements for tax exemption of interest on the Bonds, including without limitation requirements with respect to availabiltiy of units in the Development for occupancy by persons of low or moderate income. Subject to final approval by the Commissioners of the Authority, the Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to take all necessary actions to finance the Development, including the actions necessary for the issuance of the Bonds. Section 2: It is intended that this resolution shall constitute "some other official action" toward the issuance of the Bonds to finance the Development within the meaning of Section 1.103- 8 (a) (5) of the Treasury Regualtions promulgated under Section 103 of the Internal Revenue Code of 1954, as amended. Section 3: The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. HA RES No. 11 Page 2 Section 4: Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Development. Section 5: The issuance and sale of the bonds are subject to the condition that at least, twenty percent (20%) of the project units are to be occupied by low income residents, defined as earning less than 50% ''of median income or at least forty percent (40%) of the units are to be occupied by low-income residents as defined as earning less than 60% of median income. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this _ 15th _ day of _ October 1966. AYES: Members Birer, Foster and Chairman Bogert NOES: None ABSENT: Members Apfelbaum and Smith ATTEST: HOUSING AUTHORITY OF THE CITY r'� OF PALM SPRINGS BY Pant e— -cretary utiv— ve M rector REVIEWED & APPROVED: _ --- EXHIBIT A to RESOLUTION NO. 11 Name of Development: Casa del Sol Maximum Amount of Bond Issues: $5,500,000.00 Location of Development: Belardo, south of Morongo Number of Units: 104 Developer: John Wessman Development Company, alone or as a partner. 1 P/CC HA 1 EXHIBIT A PROJECT DESCRIPTION Project Name: Palm Springs View Apartments Maximum Amount of Bond Issue: $5,400,000 Project Location: Northeast corner of San Rafael and McCarthy Roads Number of Units: 119 residential rental units Developer: Palm Springs View Apartments Partnership, a California partnership; Laszlo E. Sandor and Roy D. Lewis, partners HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS , CALIFORNIA RESOLUTION NO. 17 A RESOLUTION OF THE HOUSING AUTHORITY OF CITY OF PALM SPRINGS , CALIFORNIA INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE MULTIFAMILY HOUSING PROJECT PROPOSED BY LASZLO SANDOR. THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS , CALIFORNIA MAKES THE FOLLOWING FINDINGS : A. The Housing Authority of the City of Palm Springs , California (the "Authority'' ) , is authorized pursuant to the Health and Safety Code of the State of California (the "Law" ) to provide financial assistance for multifamily residential rental developments located within the City of Palm Springs (the "City" ) , B . Laszlo Sandor (the "Developer" ) , or an affiliate or designee of the Developer , whether acting alone or in conjunction with another approved developer or developers, has requested the Authority for financial assistance in connection with the construction by the Developer of a multifamily rental housing project (the "Project" ) , consisting of no more than III units , generally described 1 on Exhibit A attached hereto . C. The Authority has reviewed material submitted by the Developer , including a proposed Project description and other matters , has determined that the construction of the Project will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1988 Multifamily Revenue Bond Program of the City. D. The Authority desires to induce the Developer to locate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds ( the "Bonds" ) in an amount related to the costs of constructing the Project ; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations , including, without limitation, the provisions of the Internal Revenue 1 , 111 880616-8 ARG:avh ARG297 /^( /7 1 I Code of 1986 , as amended, and the regulations promulgated thereunder , and compliance with' all necessary governmental permits and approvals . THE HOUSING AUTHORITY OF Tf:E CITY OF PALM SPRINGS , CALIFORNIA RESOLVES AS FOLLOWS : ' Section 1 . The Authority hereby determines that the providing of financing for ,the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Section 2 . The Authority hereby expresses its intention to issues Bonds for the Project in an amount not to exceed $ 5,400,000, determined by Bond Counsel for the City, the Developer , and the Authority to be necessary to complete its construction and to provide for certain other expenses , all conditional upon' the obtaining of required governmental permits , approvals , and declarations respecting the Project , and subject to the requirements of , inter alia, the Law and the Internal Revenue Code of 1986 , as amended . Section 3 . The Bonds to :; be issued to finance the Project, shall be special , limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf , under a loan or other financing agreement by and between the Authority and the Developer , and shall not constitute a general obligation of the Authority, the City, the State , of California, or any political subdivision of the State . The Bonds shall be secured by such pledges , deeds of trust , guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. Section 4 . The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority' s intention to proceed with thei within-described financing and to take all necessary action to prepare for the issuance and sale of the Bonds . ' Section 5 . The Authority is hereby authorized to cooperate with the Developer , in its discretion, in connection with the Project . iIt is the intention of the Authority that this resolution shall constitute ''Some other similar official action" ' toward the issuance of the 2 . ' 880616-8 ARG:avb ARG297 1 Bonds , within the meaning of Treasury Regulation 1 . 103-8( a) ( 5 ) . Section 6 . This resolution does not constitute a legally binding agreement or concract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds . This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project . Section 7 . The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provision of the internal Revenue Code of 1986 , as amended, governing such notices . Publication shall be made not less than fourteen days prior to such meeting, Section 8 . Troy Casden Gould, Los Angeles , California, is hereby selected and designated as bond counsel for the Authority in connection with the proposed issuance of the Bonds . Section 9 . The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 10 . Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project . Section 11 . The issuance and sale of the bonds are subject to the condition that at least twenty percent (200 ) of the Project units are to be occupied by low income or moderate income residents . 3 . 680616-B ARG:avb ARG297 This resolution shall take effect immediately upon its passage and adoption , PASSED AND ADOPTED this 5th day of July, 1988 . Ayes : Councilmembers Apfelbaum, Broich, Foster Neel and Chairman Bono Noes : None Absent : None Housing Authority of the City of 'Palm Springs y// Executive Dir/ector v Attest : Assistant Secretary Reviewed and Approved: 4 . 880616-8 ARG:avh ARG297 RESOLUTION NO. 13 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, AUTHORIZING THE SALE OF NOT TO EXCEED $5,265,000 AGGREGATE PRINCIPAL AMOUNT OF MULTI-FAMILY HOUSING REVENUE BONDS GNMA MORTGAGE-BACKED SECURITY PROGRAM (PALM SPRINGS VIEW APARTMENT PROJECT) 1989 SERIES A OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRING AND APPROVING AND AUTHORIZING THE EXECUTION OF RELATED DOCUMENTS AND AGREEMENTS AND THE TAKING OF RELATED ACTIONS. WHEREAS the Housing Authority of the City of Palm Springs (the "Authority") is authorized, pursuant to the provision of Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California (the "Act") to issue its revenue bonds for the purpose of assisting in the financing of multi-family rental housing, including such housing for persons and families of low or moderate income; and WHEREAS the Board of Commissioners of the Authority, after careful study and consideration, has determined that there is a shortage of safe and sanitary housing within the City of Palm Springs (the "City") , and that it is in the best interest of the residents of the City and in furtherance of the health, safety welfare of the public for the Authority to assist in the financing of housing developments; and WHEREAS the Authority proposes to issue, pursuant to the Act, not to exceed $5,265,000 aggregate principal amount of its Multi-family Housing Revenue Bonds GNMA Mortgage-Back Security Program (Palm Springs View Apartment ' Project) 1989 Series A (the "Bonds") , and to use the proceeds of sale of the bonds to provide financing for the multi-family rental housing develop- ment identified in Exhibit A hereto (the "Project") ; and 14HEREAS Bancroft Garcia & Lavell , Inc. and Drexel Burnham Lambert Incor- porated (the "Purchasers") have expressed the intention to purchase or place the Bonds and this Board of Commissioners finds that the public interest and necessity require that the Authority at this time make arrangements for the sale of the Bonds; and WHEREAS the interest on the Bonds may qualify for tax exemption under Section 103(b) of the Internal Revenue Code of 1986 (the "Code") , only if the Bonds are approved in accordance with Section 147(f) of the Code; and WHEREAS the Project is located wholly within the City of Palm Springs , California; and WHEREAS the City Council is the elected legislative body of the City and is the applicable elected representative required to approve the issuance of the Bonds within the meaning of Section 147(f) of the Code; and WHEREAS pursuant to Section 147(f) of the Code, following notice duly given, a public hearing has been held regarding the issuance of the Bonds and the Board of Commissioners now desires to approve the issuance of the Bonds; NOW THEREFORE BE IT RESOLVED by the Housing Authority of the City of Palm Springs , as follows: Section 1. The recitals hereinabove set forth are true and correct, and this Board of Commissioners so finds. Section 2. The proposed form of indenture of trust (the "Indenture") , by and between the Authority and the trustee designated below, as Trustee (the "Trustee") , substantially in the form of file in the office of the Secretary of the Board of Commissioners of the Authority ("Secretary") , is hereby approved , and the Chair- man, or Vice-Chairman of the Board of Commissioners, or the Res . No. 13 Page 2 Executive Director of the' Authority, or Timothy Steinhaus , Assistant Director of Economic Development, or Amy Hodgett, Housing Coordinator (each hereinafter referred to as a "Designated Officer") is hereby authorized and directed to execute and deliver for and in the name and on behalf of the Authority, said Indenture :, with such additions, changes and corrections as the officer ',executing the same may approve upon consultation with counsel for the Authority and Troy & Gould Professional Corporation, as Bond Counsel ("Bond Counsel ") , such approval to be conclusively evidenced by the execution of said Indenture with such additions, changes or corrections. Seattle First National Bank is herby selected and designated as Trustee under the Indenture, with the duties and powers of Trustee as set forth in thelIndenture. Section 3. The proposed form of Bond Purchase Contract (the "Purchase Con- tract") , by and among the : Authority, the Purchasers and the developer identified in Exhibit A hereto as the owner of the Project (the "Owner") , on file in the office of the Secretary, is hereby approved in substantially the form so filed, and any Designated Officer is hereby authorized and directed to execute and deliver, for and ini the name and on behalf of the Authority, said Purchase Contract with such additions (including additional purchasers) , changes and corrections as the officer executing the same may approve upon consultation with the counsel to the Authority and Bond Counsel , such approval to be conclusively evidenced by the execution of said Purchase Contract with such ,additions, changes or corrections. Section 4. The proposed form of the Bonds, as set forth in the Indenture, is hereby approved, and the Chairman of the Board of Commis- ' sioners and the Secretary are hereby authorized and directed to execute, by manual for facsimile signature of such officer, all under the Authority, and the Trustee or an authenticating agent is hereby authorized and directed to authenticate, by manual signatures of one or more of its authorized officers, the Bonds in substantially such form, and the Trustee is hereby authorized and direct such 'Bonds to the Purchaser in accordance with the Purchase Contracit and the Indenture. The date, maturity dates , interest rate or rates, interest payment dates , denominations , form, registration privileges, manner of execu- tion, place of payment, terms of the Bonds shall be as provided in the Indenture as finally executed ; provided however, that the aggregate principal amount of the Bonds shall not exceed $5,765,000, the initial interest rate on the Bonds shall not exceed twelve percent (12%) per annum, and the final maturity of the Bonds shall not be later than 45 years from the date of issuance thereof. Such bonds may be delivered in temporary form pursuant to the Indenture if, in the judgment of the counsel for the Authority,, delivery in such form is necessary or appropriate until Bonds in definitive form can be prepared . Section 5. The proposed form of Financing Agreement (the "Financing Agree- ment") by and among the Authority, and Owner, the Trustee, and Eagle Housing Mortgage Group, Inc. (the "Lender") , substan- tially in the form on file ' in the office of the Secretary, is hereby approved, and any Designated Officer is hereby authorized and directed tolexecute and deliver for and in the name and on behalf of the ,Authority, a Financing Agreement in such form, with such additions, changes and corrections as the officer executing the same) may approve upon consultation with the counsel for the Authority and Bond Counsel , such approval to he conclusively evidenced by the execution of said Financing Agreement with such additions, changes or corrections . Section 6. The proposed form of Regulatory Agreement (the "Regulatory Agreement") by and among ,the Authority, the Owner and the Res. No. 13 Page 3 Trustee substantially in the form on file in the office of the Secretary, is hereby approved, and any Designated Officer is hereby authorized and directed to execute and deliver, for and in the name and on behalf of the Authority, a Regulatory Agree- ment with the Owner and the Trustee in such form, with such additions , changes or corrections as the officer executing the same may approve upon consultation with the counsel for the Authority and Bond Counsel , such approval to be conclusively evidenced by the execution of said Regulatory Agreement with such additions, changes or corrections. Section 7. The proposed form of Arbitrage Regulation Agreement (the "Arbitrage Regulation Agreement (the "Arbitrage Regulation Agreement") by and between the Authority and Owner, substan- tially in the form on file in the office of the Secretary, is hereby approved, and any Designated Officer is hereby authorized and directed to execute and deliver, for and in the name and on behalf of the Authority, an Arbitrage Regulation Agreement in such form, with such additions, changes or correc- tions as the officer executing the same may approve upon con- sultation with the counsel to the Authority and Band Counsel , such approval to be conclusively evidenced by the execution of said Arbitrage Regulation Agreement with such additions , changes or corrections. Section 8. The proposed form of Official Statement (the "Official State- ment") substantially in the form of the Preliminary Official Statement on file in the office of the Secretary is hereby approved, and the Board of Commissioners hereby approves and authorizes the distribution by the Purchasers of the Pre- liminary Official Statement and an Official Statement in sub- stantially such form to prospective purchasers of the Bonds. Any Designated Officer is hereby authorized to execute and deliver, at the time of the sale of the Bonds , an Official Statement, with such additions and changes as the officer executing the same shall approve upon consultation with the counsel to the Authority and the Bond Counsel , such approval to be conclusively evidenced by the execution of the Official Statement with such additions , changes or corrections . Section 9. The Authority hereby directs the counsel to the Authority and Bond Counsel to review the proposed forms of certain documents relating to the Bonds, to which the Authority is not a party, including, among others , the FHA Commitment (the "FHA Commit- ment") issued to the Lender, the GNMA Commitment (the "GNMA Commitment") issued to the Lender and the GNMA Guaranty Agree- ments (collectively, the "GNMA Guaranty Agreement") issued to the Lender and any and all other security documents securing the obligations of the Owner. Any Designated Officer is hereby authorized to approve such FHA Commitment, GNMA Commitment, GNMA Cuaranty Agreement and other security documents in such respective forms with such additions, changes and corrections as the officer executing the Indenture may approve upon consultation with the counsel to the Authority and Bond Counsel , such approval to be conclusively evidenced by the execution of the Indenture. ' Section 10. The Board of Commissioners , by adoption and approval of this resolution, do hereby direct that the proceeds of the Bonds be transferred directly to the Trustee, to be deposited into the funds and accounts established under the Indenture. Section 11. All actions heretofore taken by the officers and agents of the Authority with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and each Desig- nated Officer, the Secretary and other proper officer of the Authority are herby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things Res. No. 13 Page 4 and take any and all actions and execute and deliver 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 Purchase Contract, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with the Act and this resolution. Section 12. The Secretary or any executive secretary is hereby authorized and directed to countersign' or to attest the signature of any Designated Officer and to affix and attest the seal of the Authority as may be appropriate in connection with the con- nection with the execution and delivery of any to the documents authorized by this resolution; provided that the due execution and delivery of said documents or any of them shall not depend on such signature so the Secretary or any executive secretary or affixing of such seal: Any of such documents may he executed in multiple counterparts. Section 13. In addition to the Designated Officers, any official of the City of Palm Springs , including any official or employee of the Department of Economic Development of the City, is hereby authorized for and on behalf of the Authority to execute and deliver any of the agreements , certificates and other docu- ments, except the Bonds, authorized by this resolution. Section 14. This resolution shall take effect immediately upon its passage and adoption. ADOPTED this 30th day of May, 1989. ' AYES: Members Broich, Foster, Neel and Vice-Chairman Apfelbaum NOES: None ABSENT: Chairman Bono ATTEST: HOUSING AUTHORITY ITY .- PALM SPRINGS, CALF F R IA By ��-`� Secretary - z'- Chairm�in�"� REVIEWED & APPROVED: EXHIBIT A Project Number Location of Units Owner Name Northeast corner of San 119 1) Palm Springs View Rafael and McCarthy Roads, Apartments Ltd. , a Cali- Palm Springs , CA fornia limited partner- ship of which Investment Concepts, Inc. , a Cali- fornia corporation is general partner. ,d r' RESOLUTION NO. 14 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CON- NECTION WITH THE MULTIFAMILY HOUSING PROJECT PROPOSED BY PALM VILLAGE, DEVELOPMENT COMPANY. WHEREAS, the Housing Authority of the City of Palm Springs, California (the "Authority") , is authorized pursuant to the Health and Safety Code of the State of California (the "Law") to provide financial assistance for multi- family residential rental developments located within the City of Palm Springs (the "City") ; WHEREAS, Palm Village Development Company (the "Developer") , or an affiliate or designee of the Developer, whether acting along or in conjunction with another approved developer or developers, has requested the Authority for financial assistance ' in connections with the construction by the Developer of a multifamily rental housing project (the "Project") , consisting of no more than 66 units, generally described on Exhibit A attached hereto; WHEREAS, the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters, has determined that the construction of the Project will serve the interests of the City in ensuring the availability of safe, 'decent and sanitary housing for low- to-moderate income families and that the Project as described will meet the requirements of the 1989 Multifamily Revenue Bond program of the City; and WHEREAS, the Authority desires to induce the Developer to locate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds",) in an amount related to the costs ' of constructing the Project; subject to the requirements of the Law, con- formance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations promul- gated thereunder, and compliance with all necessary governmental permits and approvals. NOW THEREFORE the Housing Authority of the City of Palm Springs, California, hereby resolves as follows :' Section 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the, accrual of public benefits to be received by the Authority) and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Section 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $4,000,000, determined by Bond Counsel for the 'Authority, and the Developer to be necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to the requirements of, interalia, the Law and the 'Code. Section 3. The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by, the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and Ithe Developer, and shall not consti- tute a general obligation of the Authority, the City, the State of California, or any poliltical subdivision of the State. The Res. No. 14 Page 2 Bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. Section 4. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within-described financing and to take all necessary action to prepare for the Bonds. Section 5. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of Bonds, within the meaning of the Regulation promul- gated under the Code. Section 6. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirements generally applicable to projects of the same type as the Project. Section 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publica- tion of a notice respecting the Project which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. ' Section S. Troy & Gould, Los Angeles, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Section 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the resolution. Section 10. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project. Section 11. The issuance and sale of the Bonds are subject to the condition that at least twenty percent (20%) of the Project units are to be occupied by low income residents. ADOPTED this 21st day of June 1989. AYES: Directors Apfelbaum, Broich, Neel and Executive Director Bono ' NOES: None ABSENT: Director Foster ATTEST: HOUSING AUTHORITY CIl`� PALM SPRINGS - ALIFORNIA By Assistant Secretor ---- /--- Executive--- w c ----- ot REVIEWED & APPROVED: gg�r. W P/R ES —----------.---____--- EXHIBIT A PROJECT DESCRIPTION Project Name: Palm Village Apartments Maximum Amount of Bond Issue: $4,000,000 Project Location: Southeast corner of San Rafael and Indian Avenue Number of Units: 66 residential rental units Developer: Palm Village Development Company, a California partnership; Wooman Sahrif and Mohammed Shashani , general partners WP/RES HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA RESOLUTION NO. 15 ' A RESOLUTION OF THE HOUSING AUTHORITY OF CITY OF PALM SPRINGS, CALIFORNIA INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE MULTIFAMILY HOUSING PROJECT PROPOSED BY H.E . CONARD ASSOCIATES, INC, AND COLE ASSOCIATES, INC. THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA MAKES THE FOLLOWING FINDINGS : A. The Housing Authority of the City of Palm Springs , California (the "Authority" ) , is authorized pursuant to the Health and Safety Code of the State of California (the "Law" ) to provide financial assistance for multifamily residential rental developments located within the City of Palm Springs (the "City" ) . B. H. E. Conard Associates , Inc . and Cole Associ- ates, Inc . (collectively, the "Developer" ) , or an affili- ate or designee of the Developer, whether acting alone or in conjunction with another approved developer or de- velopers , has requested the Authority for financial ' assistance in connection with the construction by the Developer of a multifamily rental housing project (the "Project" ) , consisting of no more than 101 units , generally described on Exhibit A attached hereto , C. The Authority has reviewed material submitted by the Developer , including a proposed Project description and other matters , has determined that the construction of the Project will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1989 Multifamily Revenue Bond Program of the City. D. The Authority desires to induce the Developer to locate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds" ) in an amount related to the costs of constructing the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, [01]990811 ARG:avb ARG491 ) i without limitation, the provisions of the Internal Revenue Code of 1986 , as amended, (the "Code" ) and the regulations promulgated thereunder , and compliance with all necessary governmental permits and approvals . THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS , CALIFORNIA RESOLVES AS FOLLOWS : Section 1 . The Authority hereby determines that the ' providing of financing for the Project through the issu- ance of its Bonds will be 'a substantial factor in the accrual of public benefits tolbe received by the Authority and the City from the Project and that the proposed issu- ance of Bonds would be in accordance with the purposes and requirements of the Law. Section 2 . The Authority hereby expresses its inten- tion to issues Bonds for the' Project in an amount not to exceed $6 , 750 , 000 , determined by Bond Counsel for the Authority, and the Developer ' to be necessary to complete its construction and to provide for certain other ex- penses , all conditional upon the obtaining of required governmental permits , approvals , and declarations respect- ing the Project, and subject to the requirements of , inter alia, the Law and the Code . Section 3 . The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf , under a loan or other financling agreement by and between , the Authority and the Developer , and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State . The Bonds shall be secured, by such pledges , deeds of trust , guarantees or forms of ', credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney, Section 4 . The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority' s intention to proceed with the within-described financing and to take all necessary action to prepare for the issuance and sale of the Bonds . Section 5 . The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project . ' It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the 2'. [01]890811 ARG:avb ARG491 Bonds , within the meaning of the Regulation promulgated under the Code. Section 6 . This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds . This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project . Section 7 . The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provision of the Code as amended, governing such notices . Publication shall be made not less than fourteen days prior to such meeting, Section 8 . Troy & Gould, Los Angeles , California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds . Section 9 . The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 10 . Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project . Section 11 . The issuance and sale of the Bonds are subject to the condition that at least twenty percent 3 . [011890811 ARG:avb ARG491 (20%) of the Project units ' are to be occupied by low income residents . This resolution shall take effect immediately upon its passage and adoption . PASSED AND ADOPTED this) 6th day of September , 1989 . Ayes : Directors Apfelbaum, Broich, Foster, Neel and Executive Director Bo Noes : None Absent : None Housing Authority of the City of Palm Springs ExOcftiive Director Attest : S Assistant Secretary Reviewed and Approved: ' 4 . (011890811 ARG:avb ARG491 EXHIBIT A PROJECT ➢ESCRIPTION Project Name: Vista Chino Manor Apartments Maximum Amount of Bond Issue: $6, 750 , 000 Project Location: Vista Chino Drive west of Sunrise Road Number of Units : 101 residential rental units Developer : A partnership between H . E. Conard Associates, Inc . and Cole Associates , Inc. and/or their respective affiliates 1 5 . [011890811 ARG:avb ARG491 PROP0077-3/0593P/df 09/27/89 0245 RESOLUTION NO . 16 RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS , CALIFORNIA DECLARING THE INTENTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS , CALIFORNIA TO ISSUE MULTIFAMILY MORTGAGE REVENUE BONDS FOR THE FINANCING OF THE DEVELOPMENT OF A CERTAIN MULTIFAMILY RENTAL HOUSING DEVELOPMENT (THE PALM SPRINGS ASSISTED LIVING CENTER) WHEREAS, the HOUSING AUTHORITY OF 'HE CITY OF PALM SPRINGS, CALIFORNIA ( the " Issuer" ) is authorized and empowered by Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California , as amended ( the "Act"') , to make construction loans and mortgage loans to finance the development of multifamily rental housing and to issue mortgage revenue bonds for the purpose of paying the cost of such financing ; and' WHEREAS, the Issuer has been requested to issue and sell multifamily mortgage revenue bonds to provide funds for the making of a land acquisition and construction loan and a mortgage loan For the financing of the hereinafter described project to be located ' within the City of Palm Springs , California ( the "City" ) as hereinafter set forth; and WHEREAS, the Issuer desires to declare its intention to authorize and issue multifamily mortgage revenue bonds of the Issuer for: the purpose of paying the costs of financing such development of multifamily rental housing and the costs of issuing such revenue _ 1 _ bonds , upon such terms and conditions as may be agreed upon by the Issuer , the borrower , as hereinafter identified, and the purchasers of the revenue bonds ; and WHEREAS, it is in the public interest , for the public benefit and furtherance of the public purposes of the City and the Issuer that the issuance of said revenue bonds be authorized . NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED BY THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA AS FOLLOWS : Section 1 . Pursuant to the Act , the Issuer is legally authorized to issue multifamily mortgage revenue bonds and to use the proceeds thereof to make land acquisition and construction loans and mortgage loans for multifamily rental housing . Section 2 . The Issuer members constitute the governing body of the Issuer and the Issuer is legally authorized to provide for the issuance of revenue bonds by the Issuer . ' Section 3 . The Issuer does hereby declare its intention to issue revenue bonds of the Issuer for the construction, land acquisition and the permanent financing of the herein described project pursuant to the Act in amounts sufficient to pay the costs of financing such a multifamily housing development to be located within the City, and of paying the costs of issuance of the revenue bonds and for the establishment of the necessary reserve funds to provide for the further security of the revenue bonds . The hereinafter described project shall be undertaken by CongreCare , Inc . , or its successors or assigns including , but not limited to, a nonprofit public benefit corporation (the "Borrower" ) . The Project ( "The Palm Springs Assisted Living Center" ) shall be located in the City generally on Sunrise Way between Alejo Road and Desert Palm Drive . The Project shall consist of an amount presently estimated not to exceed sixty ( 60) units of multifamily residential rental units . The total cost of the Project is presently estimated to be approximately $5, 000 , 000 . The Issuer, intends to issue its revenue bonds pursuant to the Act for said project in an amount presently estimated not to exceed $6 , 000 , 000 , for the construction, land acquisition and permanent_ financing thereof . Section 4 . The issuance of revenue bonds shall be authorized by resolution or resolutions of the Issuer at a meeting or meetings to be field for such purpose, subject to the execution of appropriate agreements by the Borrower and the Issuer . Section 5 . In order that the financing be accomplished as efficiently as possible, Hawkins, Delafield & Wood, as Bond Counsel , and Staff are hereby authorized and directed to obtain the necessary information from the Borrower in such form as they ' cun:, ider appropriate, to cause the necessary studies to be prepired , and to negotiate with the proposed trustees and qualified mortgage lender:; , and such other steps as shall be appropriate to implement the sale and delivery uL the revenue bonds . Section 6 . The revenue bonds shall be and are special obligations of the Issuer and, subject' to the right of the Issuer to apply moneys as provided, are hereby secured by an irrevocable pledge of the mortgage loans and revenues and funds and accounts to be held by the trustee and are payable as to principal , redemption price, if any, and interest from the revenues of the Issuer as y Aar I . herein described . The revenue bonds are not a debt of the City, the Issuer , the State of California or any of its political subdivisions , and neither said City, the Issuer , the State nor any of its political subdivisions is liable thereon, nor in any event shall the revenue bonds be payable out of any funds or properties other than all or any part of the revenues , mortgage loans , and funds and accounts as in this Resolution set forth . The revenue bonds do not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction. Neither the Issuer nor any persons executing the revenue bonds shall be liable personally on the revenue bonds or subject to any personal liability or accountability by reason of the issuance thereof . Section 7 . The aforesaid estimated principal amount of the revenue bonds constitute the aggregate face amount of obligations to be issued pursuant thereto at this time for the acquisition or making of construction loans or mortgage loans originated with respect to said project , and the details of such revenue bonds shall be authorized by supplemental resolution or resolutions of the Issuer at a meeting or meetings to be held for such purpose . Section B . This Resolution constitutes a proper exercise of the powers of this body and conforms to State and local legal requirements relating to the issuance of multifamily mortq,rgr, revenue bonds in Ihi :; Suite tur development nt muILif,wliIY residential rental structures in accordance with the Act . - 4 - Section 9 . This Resolution constitutes "other similar official action" under the provisions of Treasury Regulation L . 103-8 ( a) ( 5) promulgated under Section 103 and related sections of the Lnternal Revenue Code of 1986 , as , amended ( the "Code" ) . This Resolution is subject to further compliance with the provisions of Sections 141 through 150 and related provisions of the Code, including , without limitation, the obt',aining of public approval for the Projt�ct and the Bonds and the 'obtaining of an appropriate riIlocation under the State cap pursuant to the provisions of the Code . Section 10 . It is hereby , acknowledged and recognized that the adoption of this Resolution by the Issuer shall not be deemed to be final approval of the Project to be undertaken by the Borrower . Nothing contained in this 'Resolution shall require or obligate the Issuer to undertake the financing of said Project . The Rorrower shall adhere to all requirements , ordinances, procedures and guidelines established by the City '' and/or the Issuer and laws of the State of California for the review and consideration of t_hc following , including but not limited to : parcel maps , situ plains , the obtaining of building permits , environmental considerations , design review approvals , and related matters . Nothing contained herein shall unconditionally commit the Issuer to take any further action in connection with the financing of s id project until all required processing of the Issuer and the appropriate departments thereof shall have been completed and approved . S / 1 l r. Section 11 . Any such action heretofore taken by the Borrower in initiating the acquisition , construction and installation of the Project is hereby ratified, corifirmed anri approved . Any qualified costs incurred by the Borrower in initiating the acquisition, construction and installation of the 11rojer,l ;'hall be: Ieinibnrsed by the Lssuer from the proceeds of Ih(• Itondn ; 1) rovrded that the I:,SUoC incurs no liability with respeul t lie rel „ except as otherwise provided in this Resolution . Section 12 . Any expenses incurred by the Issuer with respect to the Project and the financing thereof shall be reimbur:,c�d out of the proceeds of the Bonds , or , in the event such proceeds are insufficient after payment of other costs of the Project or Bonds are not issued by the Issuer due to inability to consummate the transaction herein contemplated (other than by fault of the Issuer) , shall be paid by the. Borrower . By acceptance hereot , the Borrowei ,rgrces to pay such expense:, and further agrees to indemni1.y Iht, ' Issuer , its members , employees and agents and hold the Issuer and r,uch persons harmless against claims for losses , damage or injury ur any expenses or damages incurred as a result of action taken by or on behalf of the Issuer in good faith with respect to the Project and the financing thereof . Section 13 . By acceptance hereof , the Borrower acknowledges that ( a) its Project will require certain discretionary land use approvals by the City and/or the Issuer including , but nr�r limited to , a zone change and a general plan amendment and (b) such di :;cret- ionary land use decisions shall be considered by the varinu:; departments of the City and/or the Issuer in their discretion in accordance with its standard procedures . Section 14 . The provisions of this Resolution shall continue to be effective until one ', year from the date lit, Ieor whereupon the Issuer may, at its option; terminate the effe(;tivene!,s of thi ;; Ro:iolntion (except with respect to the matters contained in Sect ion 11 hereof) unless prior to the , expiration of such y(261 ( i ) the Issuer shall by subsequent Resolution extend the effective period of this Resolution or ( ii ) the Issuer shall adopt a Resolution authorizing the issuance of , the Issuer ' s bonds or notes to finance the costs of the Project- as herein authorized . Section 15 . This Resolution shall take effect upon adoption . ADOPTED this 4th day of October 1989. AYES: Members Broich, Foster, Neel and Vice-Chairman Apfelbaum ' NOES: None ABSENT: Chairman Bono ByI� Assistant Secretary Executive Director REVIEWED & APPROVED: IL C Cy RESOLUTION NO. 17 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE MULTIFAMILY HOUSING PROJECT PROPOSED BY WESTMARK COMMUNITIES, INC. - - - - - - - - - - WHEREAS the Housing Authority of the City of Palm Springs , California, (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law") to provide financial assistance for multi- family residential rental developments located within the City of Palm Springs (the "City") ; and WHEREAS Westmark Communities, Inc. (the "Developer") Racquet Club Properties, Inc. , or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and construction by the Developer of a multifamily rental housing project (the "Project") , consisting of no more than 192 units, generally described on Exhibit A attached hereto; and WHEREAS the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters, has determined that the acquisition and construction of the Project by the Developer will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1990 Multifamily Revenue ' Bond Program of the City; and WHEREAS the Authority desires to induce the Developer to locate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds") in an amount related to the costs of acquiring and constructing the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, ( the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals. NOW THEREFORE, be it resolved by the Housing Authority of the City of Palm Springs, California, as follows: SECTION 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. SECTION 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $10,000,000, determined by Bond Counsel for the Authority, and the Developer to be necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. �,e v I S ED SECTION 3. The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by the ,Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California , or any political subdivision of the State. the Bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. SECTION 4. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority' s intention to proceed with the within-described financing and', to take all necessary action to prepare for the issuance and sale of the Bonds. SECTION 5. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within) the meaning of the Regulation promulgated under the Code. SECTION 6. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. SECTION 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed' to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provi- sion of the Code as amended, governing such notices. Publication , shall be made not less than fourteen days prior to such meeting. SECTION 8. Troy & Gould, Los Angeles, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. SECTION 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. ' SECTION 10. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discre- tion, determines at any time and for any reason not to issue such Bonds or to finance the Project. SECTION 11. The issuance and sale of the Bonds are subject to the condition that at least twenty (20%) percent of the Project units are to be occupied by low income residents. ADOPTED this 4th day of _aril 1990. AYES: Councilmembers Apfelbaum, Broich, Foster, Neel and Mayor Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY ITV OF PALM SPRINGS 4ALIFORNIA ssistant Secretary Executive Director REVIEWED AND APPROVED: ` EXHIBIT A PROJECT DESCRIPTION Maximum Amount of Bond Issue: $10,000,000 Project Location: Northwest corner of Sunrise and Racquet Club Drive Number of Units: 192 residential rental units Developer: Westmark Communities, Inc. 1 1 �LVIS �� RESOLUTION NO. 18 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE MULTIFAMILY HOUSING PROJECT PROPOSED BY THE COACHELLA VALLEY HOUSING COALITION. WHEREAS the Housing Authority of the City of Palm Springs, California, (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law") to provide financial assistance for multi- family residential rental developments located within the City of Palm Springs (the "City") ; and WHEREAS the Coachella Valley Housing Coalition (the "Developer") , or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers , has requested financial assistance from the Authority in connection with the acquisition and rehabili- tation by the Developer of a multifamily rental housing project (the "Project") , consisting of no more than 60 units, generally described on Exhibit A attached hereto; and WHEREAS the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters , has determined that the acquisition and rehabilitation of the Project by the Developer will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1990 Multifamily ' Revenue Bond Program of the City; and WHEREAS the Authority desires to induce the Developer to locate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds") in an amount ;related to the costs of acquiring and rehabilitating the Project; subject 'to the requirements of the Law, conformance with other applicable federal ', and State of California laws and regulations, including, without limitations, the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals. NOW THEREFORE, be it resolved by the Housing Authority of the City of Palm Springs, California, as follows: SECTION 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. SECTION 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $2,000,000, determined by Bond Counsel for the Authority, and the Developer to be ' necessary to complete its construction and to provide for certain other expenses, all conditiona'l upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to ',the requirements of, inter alia , the Law and the Code. Page Two I / F SECTION 3. The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The Bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. SECTION 4. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within- described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. SECTION 5. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within the meaning of the Regulation promulgated under the Code. SECTION 6. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. SECTION 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provi- sion of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. SECTION 8. Troy & Gould, Los Angeles, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. SECTION 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. SECTION 10. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discre- tion, determines at any time and for any reason not to issue such Bonds or to finance the Project. SECTION 11. The issuance and sale of the Bonds are subject to the condition that one hundred percent (100%) of the Project units are to be occupied by very low, low, and moderate income residents in such proportions as are required by the U.S. Department of Housing and Urban Development under the Emergency Low Income Housing Preservation Act. ADOPTED this __ 4th _ day of April 1990. AYES: Member Apfelbaum, Broich, Foster, Neel and Chairman Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OE_,PALM SPRINGS, CCAfL ZQRNIA Assistant Secretary Executive Diredto"r REVIEWED AND APPROVED:_ K9'I 1 ____ EXHIBIT A PROJECT DESCRIPTION Project Name: Seminole Garden Apartments Maximum Amount of Bond Issue: $2,000,000 Project Location: 2607 Linden Way, Palm Springs, California Number of Units: 60 residential rental units Developer: Coachella Valley Housing Coalition, a 501(C) (3) entity. i�La,L t"(4c LIj ,� .2( RESOLUTION NO. 19 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE ' FINANCING IN CONNECTION WITH THE ACQUISITION AND REHABILITATION OF A MULTIFAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS PALM SPRINGS VILLAGE APARTMENTS. WHEREAS, the Housing Authority of the City of Palm Springs (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law") , to provide financial assistance for multifamily residential rental developments located within the City of Palm Springs (the "City") ; and WHEREAS, Clyde C. Greco, II , (the "Developer") , or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and rehabilitation by the Developer of a multifamily residential housing project consisting of approximately 156 units, known as Palm Springs Village apartments with a street address of 2786 East Tahquitz Canyon Way, Palm Springs, California (the "Project") ; and WHEREAS, the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters, has determined that the acquisition and rehabilitation of the Project by the Developer will serve ' the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1991 Multifamily Revenue Bond Program of the City; and WHEREAS, the Authority desires to induce the Developer to acquire and rehabilitate the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds") in an amount related to the costs of acquiring and rehabilitating the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and in furtherance of the public purposes of the Authority that the Authority authorize the issuance of the Bonds for the aforesaid purposes; NOW, THEREFORE, be it resolved by the Housing Authority of the City of Palm Springs, California, as follows: SECTION 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be ' received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Res. No. 19 SECTION 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $8,000,000.00, determined by Bond Counsel for the Authority, and the Developer to be ' necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. SECTION 3. The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by the' Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State, The bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit I enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. SECTION 4. The Project Regulatory Agreement shall specify the rehabilitation shall not be grounds for a hardship rental increase under the City's Rent ',Control Ordinance. SECTION 5. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within-described financing and, to take all necessary action to ' prepare for the issuance and sale of the Bonds. SECTION 6. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within the meaning of the Regulations promulgated under the Code. SECTION 7. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does ' not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. SECTION 8. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with he provision of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. ' SECTION 9. Rutan & Tucker, Costa Mesa, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Res. No. 19 SECTION 10. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. SECTION 11. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project. SECTION 12. The issuance and sale of such bonds shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel , the City Attorney, the Developer and the purchaser of the bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. ADOPTED this 20th day of February , 1991. AYES: Agency Members Broich, Hodges, Murawski , Neel and Chairman Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OF PALM SPRINGS, CALIFORNIA Secretary Chairman REVIEWED AND APPROVED: 4 U- RESOLUTION NO. 120 OF THE HOUSING AUTHORITY IOF THE CITY OF PALM SPRINGS, CALIFORNIA, ADOPTING BYLAWS FOR THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS NOW THEREFORE BE IT RESOLVED by the Housing Authority of the City of Palm Springs the following: Section 1. That the Bylaws of 'the Authority are hereby adopted to read as follows: BYLAWS OF THE PALM SPRINGS HOUSING AUTHORITY ARTICLE I - THE AUTHORITY Section 1. Name of Authority.' The official name of the City of Palm Springs Housing Authority shall be the "Housing Authority of the City of Palm Springs" (herein referred to as "Authority" ) . Section 2. Seal of Authority'. The seal of the Author- ity shall be in the form of a circle and shall bear the name of the Authority and the year of its organization. Section 3. Office of Authority and Place of Meeting_ The office and regular place of , meeting of the Authority ' shall be in the Palm Springs City' Hall, 3200 East Tahquitz- McCallum, Palm Springs, California. The Authority may hold its meetings at such other locations as the Authority may designate by resolution, in the', order of adjournment or notice of call of any special meeting. Section 4. Powers. The Authority shall be vested with all the rights, powers, duties, 'privileges, and immunities established by the Housing Authorities Law (Health and Safety Code Sections 34200, et sea. ) which powers shall be vested in the Commissioners thereof then in office, who reserve unto themselves the right to delegate such powers as appropriate and permissible by law. Section 5. Commissioners. The Commissioners of the Authority shall be the members of the City Council of the City of Palm Springs, and such tenant commissioners as may be appointed pursuant to Health and Safety Code Section 34290. ARTICLE II - OFFICERS Section 1. Officers and Officials. The officers of the Authority shall be a Chairman and a Vice-Chairman. The Chairman and Vice-Chairman shall be, respectively, the Mayor and Mayor Pro Tem of the City of Palm Springs. Other officials acting as its staff shall be an Executive Director , a Finance Officer , a General 'Counsel, a Secretary, an Assistant Executive Director and such other officials as the Commissioners of the Authority may determine. Subject to the provisions of these Bylaws, the selection, duties, and compensation of such officials shall be set by the Commis- sioners. Res. No. 20 Section 2. Chairman. The Chairman of the Authority shall preside at all meetings of the Authority. At each meeting, the Chairman shall submit such recommendations and information as he may consider proper concerning the business, affairs, and policies of the Authority. Section 3. Vice-Chairman. The Vice-Chairman shall perform the duties of the Chairman in the absence or incapacity of the Chairman. In case of the resignation or death of the Chairman, the Vice-Chairman shall perform such duties as are imposed on the Chairman until such time as a new Chairman takes office. In the absence of the Chairman and Vice-Chairman, the Commissioners shall elect a Commis- sioner present as temporary Chairman for the purpose of conducting meetings and performing the duties of the Chairman. Section 4. Executive Director. The Executive Director shall be the person acting as the City Manager of the City of Palm Springs. The Executive Director shall have general supervision over administration of the Authority business and its affairs, subject to the direction of the Board of Commissioners. Section 5. Finance Officer. The Finance Officer shall be the person acting as the Finance Director of the City of Palm Springs. The Finance Officer shall have the care and custody of all funds of the Authority and shall deposit the same in the name of the Authority in such bank or banks as the Authority may select . The Finance Officer shall sign all t checks, drafts, or orders for the payment of money, notes, or other indebtedness and shall pay out and disburse such monies under the direction of the Authority. The Finance Officer shall keep regular books of account, showing receipts and expenditures and shall render to the Authority at each regular meeting, or more often when requested, an account of his transactions and also the financial conditions of the Authority. The Finance Officer shall give such bond for faithful performance of his duties as the Authority may determine. Section 6. General Counsel. The General Counsel shall be the person acting as the City Attorney of the City of Palm Springs. The General Counsel shall be the chief legal officer of the Authority and shall be responsible for the preparation of all proposed resolutions, laws, rules, con- tracts, bonds, and all other legal papers for the Authority. The General Counsel shall give his advice or opinion in writing to the Chairman or other Authority officers and officials whenever required to do so. The General Counsel shall attend to all suits and other matters to which the Authority is a party or in which the Authority may be legally interested and do such other things pertaining to the office as the Authority may require. Section 7. Secretary. The Secretary shall be the Executive Director who may delegate any or all of such duties to the Assistant Secretary of the Housing Authority who shall be the person acting as the City Clerk of the City of Palm Springs. The Secretary shall keep the records of the Authority, shall act as secretary at meetings of the Authority, shall record all votes, keep a record of the proceedings of the Authority in a journal of proceedings ' to be kept for such purpose and shall perform all duties inci- -2- Res. No. 20 dent to the office. The Secretary ;shall maintain a record of all official proceedings of the City Council of the City of Palm Springs relevant to the Authority and its programs. In the absence of the Secretary, thel Executive Director shall appoint a member of the staff to act as Secretary. Section 8. Assistant Executive Director. The Assistant Executive Director shall be the person acting as the Assistant City Manager of the City of Palm Springs. The Assistant Executive Director shall act on behalf of the Executive Director , in the Executive Director ' s absence, and shall perform all other duties directed by the Executive Director . Section 9. Additional Duties. The officers and offi- cials of the Authority shall perform such other duties and functions as may from time to ,time be required by the Authority or the By-Laws or rules and regulations of the Authority. Section 10. Vacancies. Where an officer of the Author- ity becomes vacant and these By-Laws specify that the person serving in that office is the person holding a designated position with the City, the office' shall remain vacant until a person is appointed to the City position, unless the Commissioners make a temporary ' appointment until such position is filled. In all other cases, when an office becomes vacant, the Commissioners ', shall appoint a successor within a reasonable period of time or by resolution determine that such position shall remain ivacant for a definite or indefinite period of time. No Commissioner of the Authority , shall be eligible for any office of the Authority other than Chairman and Vice-Chairman. Section 11. Compensation. No Commissioner of the Authority shall be regularly employed by the Authority during his tenure of office. The Commissioners shall receive a per diem compensation of $50 .00 per Commissioner for each meeting of the Authority attended by ' the Commissioner . No Commissioner shall receive compensation for attending more than four meetings of the Authority during any calendar month. In addition, Commissioners' shall receive their actual and necessary expenses, including traveling expenses incurred in the discharge of their duties. Section 12. Additional Personnel, Agents and Consultants. The Authority may from time to time appoint or employ such personnel, agents and consultants as it deems necessary to exercise its powers, duties, and functions as prescribed by the California Housing Authorities Law, as amended, and all other laws of the State of California applicable thereto. The Authority may utilize the services of City employees pursuant to contract between the Authority and the City. In addition, the Authority may retain such agents and consultants, permanent and temporary, as it may require. The selection, duties,, and compensation of such personnel, agents, and consultants shall be determined by the Authority subject to the laws of the State of California. ARTICLE III - MEETINGS Section 1. Annual Meeting. I The annual meeting of the Authority shall be held on the third Wednesday of March at -3- �� Res. No. 20 f/k V 7 : 30 p.m. in the Council Chambers at the City Hall, Palm Springs, California. In the event such date shall fall on a legal holiday, said meeting shall be held on the next succeeding business day. ' Section 2. Regular Meetings. Regular meetings of the Authority shall be held at the Palm Springs City Hall on the first and third Wednesdays of the month at the hour of 7 : 30 p.m. except that when either of said meetings fall on a Holiday, that meeting shall be held the following day at the same time and place. Whenever there is no business to be transacted the meeting shall be automatically cancelled. Minutes of a previous meeting, upon completion of their preparation by the secretary, shall be presented to the Authority for review and approval at its next regular meeting held to transact other items of business . Section 3. Special Meetings. The Chairman of the Authority may, when he deems it expedient, and shall , upon the written request of two Commissioners of the Authority, call a special meeting of the Authority for the purpose of transacting the business designated in the call. The means and method for calling such special meeting shall be as set forth in the Brown Act, Government Code Section 54950 et secr. At such special meeting, no business shall be considered other than as designated in the call . Section 4. Adjourned Meetings. The Commissioners may adjourn any meeting to a time and place specified in the order of adjournment . When an order of adjournment of any ' meeting fails to state an hour at which the adjourned meeting is to be held, it shall be held at the hour specified for regular meetings . Any hearing may be continued or recon- tinued to any subsequent meeting. In adjourning any meeting or continuing any hearing, there shall be compliance with all procedures of the Brown Act. Section 5._Quorum. Three commissioners of the Author- ity shall constitute a quorum for the purpose of conducting its business and exercising its powers and for all other purposes, but a smaller number may adjourn from to time until a quorum is obtained. I£ there are tenant commissioners, four commissioners shall constitute a quorum. Every official act of the Authority shall be adopted by a majority vote. A "majority vote" shall mean a majority of all Commissioners present when a quorum is present . Section 6. Order of Business. The commissioners of the Authority stipulate that the agenda at the regular meetings of the Authority shall be the same as the City Council ' s, as set out in "Council Rules and Procedures, " as adopted by resolution. All resolutions shall be in writing and designated by number , reference to which shall be inscribed in the minutes and an approved copy filed in the official book of resolutions of the Authority. ' Section 7.,Manner of Voting_ The voting on all ques- tions coming before the Authority may be by voice vote. The roll need not be called in voting upon a motion except where specifically required by all or requested by a member of the Authority. If the roll is not called, in the absence of objections, the Chairman may order the item unanimously approved. When the roll is called on any motion any member -4- REs. No. 20 present who does not vote in an audible voice shall be recorded as "Aye" . Section 8. Parliamentary Procedure. Unless a different procedures is established by resolution of the Authority, or set forth in these By-Laws, the rules of parliamentary pro- ' cedure set forth in Robert ' s Rules of Order Revised shall govern all meetings of the Authority. ARTICLE IV - AUTHORITY TO BIND AUTHORITY Section 1. Authority to Bind Authority. No Commis- sioner , officer , official, employee, agent or consultant of the Authority, without the vote of the Commissioners, or unless otherwise provided in these By-Laws or by resolution of the Authority, shall have any power or authority to bind the Authority by any contract , to pledge its credits, or to render it liable for any purpose in any amount . Section 2. Execution of Contracts, Deeds and Other Documents. Except as otherwise authorized by resolution of the Authority, either the Chairman, or the Executive Director , or in the absence of both, such person as the Executive Director may designate in writing,,, shall sign all contracts, deeds and other written instruments on behalf of the Author- ity when such have been approved ' by the Commissioners . In addition, the Executive Director or the written designee, may sign all contracts, deeds and ''other written instruments without prior approval of the Commissioners so long as the obligation of the Authority incurred thereby does not exceed ' $5,000 . The Secretary shall attest to the signature of the Chairman, Executive Director, or ,designee, as the case may be, unless attestation is not required. Except as otherwise specified herein or as established by resolution of the Commissioners, the Authority shall comply with all ordi- nances, resolutions, rules and regulations of the City in purchasing and contracting for supplies, services, and equipment. Section 3. Payment of Money, Notes or Other Indebted- ness. All checks, drafts or other orders for the payment of money, notes or other evidence of, indebtedness issued in the name of or payable to the Authority shall be signed by the Finance Officer and countersigned by the Executive Director or Assistant Executive Director . The Authority may, by resolution, designate additional persons to sign and counter- sign all checks, drafts or other orders in the absence of the officers herein. ARTICLE V - PROCEDURES Section 1. General. The Commission may by resolution or minute action adopt such rules;, regulations and procedures as it may deem necessary to conduct the business of the Authority, and may delegate to the Executive Director the ' Authority to promulgate such rules, regulations and procedures. Section 2. Purchasing. Except as otherwise specified herein or as established by resolution of the Commissioners, the Authority shall comply with all ordinances, resolutions, Res. No. 20 9 lz J "' rules and regulations of the City in purchasing and con- tracting for supplies, services, and equipment . Section 3. Property. The acquisition and disposition of real property shall be governed by the Housing Authorities Law and the rules and regulations adopted by the Authority not inconsistent therewith. Section 4. Personnel. The ordinance, resolutions, rules and regulations of the City governing its personnel shall also govern the personnel of the Authority. ARTICLE VI - CONFLICTS Section 1. Conflicts. Conflicts shall be determined and governed by a Conflict of Interest Code to be adopted by the Authority and approved by the City Council . ARTICLE VII - AMENDMENTS Section 1. Amendments to Bylaws. The Bylaws of the Authority may be amended by the Authority at any regular or special meeting by majority vote, provided that no such amendment shall be adopted unless at least seven days ' written notice thereof has been previously given to all Commissioners of the Authority. Such notice shall identify the section or sections of the Bylaws proposed to be amended. ' Section 2 . That by adopting these Bylaws, the Palm Springs Housing Authority does not intend to interrupt its current relationship with the Riverside County Housing Authority. The Palm Springs Housing Authority maintains responsibility for issuing tax-exempt bonds, whereas all other Housing Authority responsibilities remain with the Riverside County Housing Authority. ADOPTED this lc# - day of Nai , 1991. AYES: Members Broich, Hodges, Murawski , Neel and Chairman Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OF PALM SPRINGS, CALIFORNIA 7 �V Sle�fetary Ct airman REVIEWED & APPROVED , 1 9/425/014084-0012/001 -6- RESOLUTION NO.' 21 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE ACQUISITION AND REHABILITATION OF A MULTIFAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS PALM SPRINGS VILLAGE APARTMENTS. ' WHEREAS, the Housing Authority of the City of', Palm Springs (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law"), to provide financial assistance for multifamily residential rental developments located within the City of Palm Springs (the "City") ; and WHEREAS, Cove Properties Management Fund I , (the "Developer"), or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and rehabilitation by the Developer of a multifamily residential ' housing project consisting of approximately 156 units, known as Palm Springs Village apartments with a street address of 2786 East Tahquitz Canyon Way; Palm Springs, California (the "Project") ; and WHEREAS, the Authority has reviewed material submitted by the Developer, , including a proposed Project description and other matters, has determined that the acquisition and rehabilitation of the Project by the Developer will serve the interests of the City in ensuring the 'availability of safe, decent and sanitary housing for low-to-moderate income ''families and that the Project as described will meet the requirements of the 1991 Multifamily Revenue Bond Program of the City; and WHEREAS, the Authority desires to induce the Developer to acquire and rehabilitate the Project within the City by :expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bonds") in an amount related to the costs of acquiring and rehabilitating the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, ', (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and in furtherance of the public purposes of the Authority that the Authority authorize the issuance of the Bonds for the aforesaid purposes; NOW, THEREFORE, be it resolved by the Housing Authority of the City of Palm Springs, California, as follows: SECTION 1. The Authority hereby determines that the providing of financing ' for the Project through the 'issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Res. 21 Page 2 SECTION 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $8,000,000.00, determined by Bond Counsel for the Authority, and the Developer to be necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. SECTION 3. The Bonds to be issued to finance the Project shall be special , limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel , and the City Attorney. SECTION 4. The Project Regulatory Agreement shall specify the rehabilitation shall not be grounds for a hardship rental increase under the City's Rent Control Ordinance. SECTION 5. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the ' within-described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. SECTION 6. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within the meaning of the Regulations promulgated under the Code. SECTION 7. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. SECTION 8. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. SECTION 9. Rutan & Tucker, Costa Mesa, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Res. 21 Page 3 SECTION 10. The Executive Director of the 'Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. SECTION 11. Nothing herein contained shall be deemed to create any liability on the part of the Authority', if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project. SECTION 12. The issuance and sale of such bonds shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel , the City Attorney, the Developer and the purchaser of the bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. ADOPTED this 5th day of June 1991. AYES: Members Broich, Hodges, Murawski , Neel and Chairman Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OF PALM SPRINGS, CALIFORNIA By; Secretary Chairma , REVIEWED AND APPROVED: IC,� ACC RESOLUTION NO. 022 OF THE BOARD OF DIRECTORS OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA AUTHORIZING THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA ("PUBLIC AGENCY") TO JOIN WITH OTHER PUBLIC AGENCIES AS A PARTICIPANT OF THE CALIFORNIA ARBITRAGE MANAGEMENT TRUST AND TO INVEST IN SHARES OF THE TRUST AND IN INDIVIDUAL PORTFOLIOS. WHEREAS, Section 6502 of Title 1 , Division 7, Chapter 5 of the Government Code of the State of California ('the "Joint Exercise of Powers Act") provides that, if authorized by their legislative or other governing bodies, two or more public agencies by agreement may jointly exercise any power common to the contracting parties; and WHEREAS, Under Section 6500 of the Joint Exercise of Powers Act a "public agency" includes but is not limited to any California county, county board of education, county superintendent of schools, city, city and county, public corporation, public district, regional transportation commission or state department or agency; and WHEREAS, public agencies which constitute local agencies, as that term is defined in Section 53630 of Title 5, Division 2, Part 1 , Chapter 4, Article 2 of the Government Code of the State of California, are authorized pursuant to Section 53635 thereof to invest all money belonging to, or in the custody of, the local agency in certain specified investments; and WHEREAS, the California Arbitrage Management Trust (the "Trust") was established, pursuant to and in accordance with the Joint Exercise of Powers Act, by a Declaration of Trust, made as of December 15, 1989 (the "Declaration of Trust") by Monterey Peninsula Water Management District and Placer County, as the initial Participants, as a vehicle for public agencies to jointly exercise their common power to invest bond proceeds, and to secure related record keeping, custodial and Federal arbitrage rebate calculation services; and WHEREAS, pursuant to and in accordance with the Joint Exercise of Powers Act, the Public Agency desires to join the other public agencies which are or will be Participants of the Trust by adopting and executing the Declaration of Trust, a form which has been presented to this meeting; and WHEREAS, the Public Agency is a public agency as that term is defined in the Joint Exercise of Powers Act; and WHEREAS, there has been presented to this meeting an Information Statement describing the Trust and the Individual Portfolios to be managed by the Investment Adviser to the Trust (the "Information Statement") ; NOW THEREFORE BE IT RESOLVED by the Board of Directors of the Housing Authority of the City of Palm Springs, California as follows: SECTION 1 . Public Agency shall ,join with other public agencies pursuant to and in accordance with the Joint Exercise of Powers Act by executing the Declaration of Trust and thereby becoming a Participant in the Trust, which Declaration of Trust is hereby approved and adopted. A copy of the Declaration of Trust shall be filed with the minutes of the meeting at which this Resolution was adopted. The Executive Director of the City of Palm Springs Housing Authority is hereby authorized to execute, and the Secretary is hereby authorized to attest and deliver, the Declaration 16 of Trust, in substantially the form presented at this meeting. l �- Res. No. 022 Page 2 SECTION 2. The Public Agency is hereby 'authorized to purchase shares in the Trust from time to time with available bond proceeds of the Public Agency, and to redeem some or all of those shares from time to time as ' such proceeds are needed for the purposes for which such bonds were issued. SECTION 3. The Public Agency is hereby 'authorized to invest available bond proceeds of the Public , Agency from time to time in one or more Individual Portfolios managed by the Investment Adviser to the Trust and described in the Information Statement. SECTION 4. The appropriate officers, agents and employees of Public Agency are hereby authorized' and directed in the name and on behalf of Public Agency to take all actions and to make and execute any and all' certificates, requisitions, agreements, notices, consents; warrants and other documents, which they, or any of them, might deem necessary or appropriate in order to accomplish the purposes of this Resolution. SECTION 5. This Resolution shall take effect at the earliest date permitted by law. Adopted this 2nd day of October 19 91 . AYES: Members Broich, Hodges, Murawski and Neel NOES: None ABSENT: Chairman Bono ' ATTEST: HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFOR By ` " C1��m c��r� ���✓C�'t�� ��� Secretary Chairman REVIEWED & APPROVED RESOLUTION NO. 23 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, AMENDING THE BYLAWS FOR THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS NOW THEREFORE BE IT RESOLVED by the Housing Authority of the City of Palm Springs that ARTICLE III - MEETINGS, Section 2 of the Authority' s Bylaws be amended to read as follows: section 2 . Regular Meetings. Regular meetings of the Authority shall be held at the Palm Springs City Hall on the first and third Wednesdays of the month at the hour of 7 : 30 p.m. except that when either of said meetings fall on a Holiday, that meeting shall be held the following day at the same time and place. Regular study session meetings of the Authority shall be held on Tuesdays at the hour of 1: 00 p.m. , or as soon thereafter as the meeting may be convened, pre- ceding a regularly scheduled Wednesday Authority meeting. Whenever there is no business to be transacted, the meeting shall be automatically cancelled. Minutes of a previous meeting, upon completion of their preparation by the secretary, shall be presented to the Authority for review and approval at its next regular meeting held to transact other items of business. ADOPTED this 18th day of December , 1991. AYES: Members Broich , Hodges, Murawski , Neel and Chairman Bono NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OF PALM SPRINGS, CALIFORNIA l ' Secretary Chairman REVIEWED & APPROVED RESOLUTION NO. 24 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBI-IGATIONSTO PROVIDE FINANCING IN CONNECTION WITH THE DEVELOPMENT OF A MULTIFAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS PALOS VERDES VILLAS. - - - - - - - - - - - - - - - - - - - - - WHEREAS, the Housing Authority of the City of Palm Springs (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law"), to provide financial assistance for multifamily residential rental development located within the City of Palm Springs (the "City"); and WHEREAS, Palos Verdes Villas, Inc., (the "Developer"), or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the development of a multifamily residential housing project consisting of approximately 98 units, known as Palos Verdes Villas located on Stevens 'and Camino Monte Vista Roads, Palm Springs, California (the "Project"); and WHEREAS, the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters, and :has determined that the development of the Project by the Developer will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1991 Multifamily Revenue Bond Program of the City; and WHEREAS, the Authority desires to induce the Developer to construct the Project within the City by expressing its intention to issue tax-exempt multifamily revenue bonds (the "Bond") in an amount related to the costs of developing the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and in furtherance of the public purposes of the Authority that the Authority authorize the issuance of the Bonds for the aforesaid purposes; NOW, THEREFORE, be it resolved by the Housing Authority of the City of Palm Springs, California, as follows: SECTION 1 . The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. ��JrT_ - z Res. No. 24 Rage 2 SECTION 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $7,000,000, determined by Bond Counsel for the Authority, and the Developer to be necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtaining of required governmental permits, approvals, and declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. SECTION 3. The Bonds to be issued to finance the Project shall be special, limited obligations of the Authority payable solely from the revenues to be received by the authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel, and the City Attorney. SECTION 4. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within-described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. SECTION S. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within the meaning of the Regulatory promulgated under the Code. SECTION B. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. SECTION 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the Project which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. SECTION 8. Rutan & Tucker, Costa Mesa, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Bancroft, Garcia, and Lavell, Los Angeles, California is hereby selected and designated as Bond Underwriters for the Authority in connection with the proposed issuance of the Bonds. SECTION 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. - 1 Res. No. U Page 3 SECTION 10. Nothing herein contained shall',be deemed to create any liability on the part of the Authority if the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. SECTION 11 . The issuance and sale of such bonds shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel, the City Attorney, the Developer and the purchaser of the bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. ADOPTED this 20th day of May 1992. AYES: Members Hodges, Lyons, Reller, Schlendorf and Chairman Maryanov NOES: None ABSENT: None ATTEST: HOUSI CIT F PALM SPRIN CALIFORNIA '5Z;� --D By: Sedretary x cutive Dire for REVIEWED AND APPROVED: RESOLUTION NO. 25 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE ACQUISITION AND REHABILITATION OF A MULTI-FAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS SAN CARLOS APARTMENTS. - - - - - - - - - - - - - - - - - - WHEREAS, the Housing Authority of the City of Palm Springs (the "Authority") is authorized pursuant to the Health and Safety Code of the State of California (the "Law" ) , to provide financial assistance for multi-family residential rental developments located within the City of Palm Springs (the "City" ) ; and WHEREAS, Coachella Valley Housing Coalition (the "Developer") , or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and rehabilitation by the Developer of a multi-family residential housing project consisting of approximately 108 units, known as San Carlos Apartments with a street address of 2890 East Tahquitz Canyon Way, Palm Springs, California (the "Project") ; and WHEREAS, the Authority has reviewed material submitted by the Developer, including a proposed Project description and other ' matters , has determined that the acquisition and rehabilitation of the Project; b the Devell�elr will serve t�e interests og the city in en uringy t e aval a i ity of safe, ecent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the 1991 Multifamily Revenue Bond Program of the City; and WHEREAS, the Authority desires to induce the Developer to acquire and rehabilitate the Project within the City by expressing its intention to issue tax -exempt multifamily revenue bonds (the "Bonds" ) in an amount related to the costs of acquiring and rehabilitating the Project; subject to the requirements of the Law, conformance with other applicable federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986 , as amended, ( the "Code" ) and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and furtherance of the public purposes of the Authority that the Authority authorize the issuance of the Bonds for the aforesaid purposes; NOW THEREFORE be it resolved by the Housing Authority of the City ' of Palm Springs as follows: Section 1 . The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a sub—tantial factor in the accrual of public benefits to be received by the Authority and 'the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. R25 Page 2 Section 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $5, 000 , 000 . 00 , determined by Bond Counsel for the Authority, and the Developer to be necessary to complete ', its Construction and to provide for certain ] other expenses, all conditional upon the obtainment of required governmental permits , approvals , and declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. Section 3 . The Bonds to be issued to finance the Project shall be special, limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as ,may be acceptable to the Authority, Bond Counsel ; and the City Attorney. Section 4 . The executive Director , of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within- described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. Section 5. The Authority is hereby authorized to cooperate , with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other, similar official action" toward the issuance of the Bonds, within the meaning of the Regulations promulgated under the Code. Section 6 . This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise Iby the Authority, or the City, to issue the Bond's. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. Section 7. The Executive Directtor', of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a ' notice respecting the Project which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than fourteen days prior to such meeting. Section 8 . Rutan & Tucker, Costa Mesa, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Bancroft, Garcia, and Lavell ; Los Angeles, California, I is hereby selected and designated as Bond Underwriter for the Authority in connection with the proposed issuance of the Bonds. R25 Page 3 Section 9 . The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. ' Section 10. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project. Section 11. The issuance and sale of such bands shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel , the City Attorney, the Developer and the purchaser of the bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. ADOPTED this 17th day of June , 1992. AYES: Authority Members Nodges,' Lyons, Schlendrof, and Chairman Maryanov NOES: None ABSENT: Authority Member Reller ATTEST: HOUSI AUTHORITY CITY F PALM SPRI CALIFORNIA O 1 - - Secretary Execut' e Director REVIEWED AND APPROVED: RESOLUTION NO. 26 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE ACQUISITION AND REHABILITATION OF A MULTI-FAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS TAHQUITZ COURT APARTMENTS. -WHEREAS, the Housing Authority of the City of Palm Springs (the ' "Authority") is authorized, pursuant to the Health and Safety Code of the State of California (the "Law") , to provide financial assistance for multi-family residential rental developments located within the City of Palm Springs (thee,"City") ; and WHEREAS, Corporate Fund for Housing (the "Developer") , or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and rehabilitation by the Developer of a multi-family residential housing, project consisting of approximately 108 units, known as Tahquitz Court Apartments with a street address of 2890 East Tahquitz Canyon Way, Palm Springs, California (the "Project") ; and WHEREAS, the Authority has reviewed material submitted by the Developer, including a proposed Project description and other matters, has determined that the acquisition and rehabilitation of the Project by the Developer will serve the interests of the City in ensuring the availability of safe, decent and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the Multi-Family Revenue Bond Program of the City; and , WHEREAS, the Authority desires to induce the Developer to acquire and rehabilitate the Project within , the City by expressing its intention to issue tax-exempt multi-family revenue bonds (the "Bonds") in an amount related to the costs of acquiring and rehabilitating the Project; subject to the requirements of the Law, conformance with other applicable Federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, ' as amended, (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and furtherance of the public purposes ', of the Authority that the Authority authorize the issuance of 'the Bonds for the aforesaid purposes; NOW, THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that ' the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Section 2 . The Authority hereby ' expresses its intention to issue Bonds for the Project in an amount not to exceed $4 , 500, 000. 00, ', determined by Bond Counsel for the Authority, land the Developer to be necessary to complete its construction and to provide for certain other expenses, all conditional upon the obtainment) of required governmental Res. No. 26 Page 2 permits, approvals and the declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. ' Section 3 . The Bonds to be issued to finance the Project shall be special, limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The bonds shall be secured by such pledges, deeds of trust, guarantees or forms of credit enhancement as may be acceptable to the Authority, Bond Counsel and the City Attorney. Section 4 . The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within- described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. Section 5. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of the Bonds, within the meaning of the regulations promulgated under the Code. Section 6. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. Section 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the project, which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than 14 days prior to such meeting. ' Section 8. Rutan & Tucker, Costa Mesa, California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. Bancroft, Garcia and Lavell, Los Angeles, California, is hereby selected and designated as Bond Underwriter for the Authority in connection with the proposed issuance of the Bonds. Section 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of Ices. 26 Page 3 the Authority, to take all actions and to sign all documents necessary or' desirable to effectuate the purposes of this resolution. Section 10. Nothing herein contained shall be deemed to create ' any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason not to issue such Bonds or to finance the Project. Section 11. The issuance and sale ::of such bonds shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel, the City Attorney, the Developer and the purchaser of the Bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. Section 12. Rescind Resolution No. 125. ADOPTED this 3rd day of February 1993 . AYES: NOES: ABSENT: HOUS NOPALM TY ATTEST: CITY G LIFORNIA BY_=%.�� ,.� !7 sistant Secretary x cutiva Director REVIEWED & APPROVED n RESOLUTION NO. 27 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, INDICATING ITS INTENT TO ISSUE REVENUE BONDS TO PROVIDE FINANCING IN CONNECTION WITH THE ACQUISITION OF A MULTI-FAMILY RESIDENTIAL RENTAL PROJECT AND RELATED FACILITIES KNOWN AS PALACIO DE ANZA APARTMENTS. - - - - - - - - - - - - - - WHEREAS, the Housing Authority of the City of Palm Springs (the "Authority") is authorized, pursuant to the Health and Safety Code of the State of California (the "Law"), to provide financial assistance for multi-family residential rental developments located within the City of Palm Springs (the "City"); and WHEREAS, Foundation for Social Resources (the "Developer"), or an affiliate or designee of the Developer, whether acting alone or in conjunction with another approved developer or developers, has requested financial assistance from the Authority in connection with the acquisition and rehabilitation by the Developer of a multi-family residential housing project consisting of approximately 152 units, known as Palacio de Anza Apartments with a street address of 2466 East Tahquitz Canyon Way, Palm Springs, California (the "Project"); and WHEREAS, the Authority has reviewed material submitted by the Developer, and has determined that the acquisition and rehabilitation of the Project by the Developer will serve the interests of the City in ensuring the availability of decent, safe and sanitary housing for low-to-moderate income families and that the Project as described will meet the requirements of the Multi-Family Revenue Bond Program of the City; and WHEREAS, the Authority desires to induce the Developer to acquire the Project within the City by expressing its intention to issue tax-exempt multi-family revenue bonds (the "Bonds") ' in an amount related to the costs of acquiring the Project; subject to the requirements of the Law, conformance with other applicable Federal and State of California laws and regulations, including, without limitation, the provisions of the Internal Revenue Code of 1986, as amended, (the "Code") and the regulations promulgated thereunder, and compliance with all necessary governmental permits and approvals; and WHEREAS, it is in the public interest, for the public benefit and furtherance of the public purposes of the Authority that the Authority authorize the issuance of the Bonds for the aforesaid purposes; NOW THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1. The Authority hereby determines that the providing of financing for the Project through the issuance of its Bonds will be a substantial factor in the accrual of public benefits to be received by the Authority and the City from the Project and that the proposed issuance of Bonds would be in accordance with the purposes and requirements of the Law. Section 2. The Authority hereby expresses its intention to issue Bonds for the Project in an amount not to exceed $4.6 million, determined by Bond Counsel for the Authority and the Developer, necessary to complete its acquisition, rehabilitation and to provide for certain other expenses, all ' conditional upon the obtainment of required governmental permits, approvals and the declarations respecting the Project, and subject to the requirements of, inter alia, the Law and the Code. Section 3. The Bonds to be issued to finance the Project shall be special, limited obligations of the Authority payable solely from the revenues to be received by the Authority or a corporate trustee on its behalf, under a loan or other financing agreement by and between the Authority and the Developer, and shall not constitute a general obligation of the Authority, the City, the State of California, or any political subdivision of the State. The bonds shall be secured by such pledges, deeds of trust, guarantees yi9 - A - --� Palacio de Anza Resolution f 7 F7F August 4, 1993 / / Page 2 or forms of credit enhancement las may be acceptable to the Authority, Bond Counsel and the City Attorney. Section 4. The Executive Director of the Authority, or his designee, is hereby authorized and directed to provide to the Developer evidence of the Authority's intention to proceed with the within-described financing and to take all necessary action to prepare for the issuance and sale of the Bonds. Section 5. The Authority is hereby authorized to cooperate with the Developer, in its discretion, in connection with the Project. It is the intention of the Authority that this resolution shall constitute "Some other similar official action" toward the issuance of'the Bonds, within the meaning of the regulations promulgated under the Code. Section 6. This resolution does not constitute a legally binding agreement or contract with the Developer nor a binding promise by the Authority, or the City, to issue the Bonds or approve documents related to the proposed Bond issue. This resolution further does not constitute a waiver by the Authority, or the City, of any building or permitting codes or requirement generally applicable to projects of the same type as the Project. Section 7. The Executive Director of the Authority, or his designee, is hereby authorized and directed to set the date for a public hearing respecting the Project and to arrange for the publication of a notice respecting the ' project, which complies with the provision of the Code as amended, governing such notices. Publication shall be made not less than 14 days prior to such meeting. Section 8. Rutan & Tucker, Costa Mesa; California, is hereby selected and designated as Bond Counsel for the Authority in connection with the proposed issuance of the Bonds. A. G. Edwards and Sons, Inc. hereby selected and designated as Bond Underwriter for the Authority in connection with the proposed is of the Bonds. Section 9. The Executive Director of the Authority and other officers of the Authority are hereby authorized and directed, for and in the name and on the behalf of the Authority, to take all actions and to sign all documents necessary or desirable to effectuate the purposes of this resolution. Section 10. The Developer shall be responsible for the payment of all costs in connection with the issuance of the Bonds including, but not limited to, printing of any official statement, rating Agency costs, bond counsel fees and expenses, City/Agency expenses, underwriting discounts and costs, trustee fees and expenses, and costs of printing the bonds. Section 11. Nothing herein contained shall be deemed to create any liability on the part of the Authority if the Authority, in its sole discretion, determines at any time and for any reason riot to issue such Bonds. Section 12. The developer shall have 45 days to submit to the authority current appraisal prepared by a certified M.A.I., rental feasibility study, project proforma, detailed proposed Bond expenditures and other pertinent information for evaluation. Palacio de Anza Resolution August 4, 1993 Page 3 Section 13. The issuance and sale of such bonds shall be upon such terms and conditions as may be mutually agreed upon by the Authority, Bond Counsel, the City Attorney, the Developer and the purchaser of the Bonds and shall be authorized by resolution of the Authority at a meeting duly held and conducted for such purpose. ADOPTED this Ath, day of August , 1993. AYES: Councilmembers Hodges, Lyons, Reller- Spurgin, Schlendorf & Chairman l-larynov NOES: None ABSENT: None ATTEST: H AUTHO Y ITY OF PALM SP G , CALIFORNIA ,cam By A_s.s'stant Secretary Execu i Directo REVIEWED & APPROVED RESOLUTION NO 28 OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS (THE "AUTHORITY") APPROVING AND AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF '$3,380,000 HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS VARIABLE RATE DEMAND MULTI-FAMILY HOUSING MORTGAGE REVENUE BONDS (TAHQUITZ COURT APARTMENTS) (THE "BONDS"); AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE OF TRUST, REGULATORY AGREEMENT, LOAN AGREEMENT, REMARKETING AGREEMENT, OFFICIAL STATEMENT, BOND PURCHASE AGREEMENT AND ALL NECESSARY AND RELATED DOCUMENTS AND ACTIONS IN CONNECTION WITH THE AUTHORIZATION, ISSUANCE, SALE AND DELIVERY OF THE BONDS. ----------------- WHEREAS, this Authority has determined to issue revenue bonds of the Authority to finance the acquisition and rehabilitation of multi-family housing pursuant to Article 5.5 of Chapter 1 of Part 2 of Division 24 of the Health and Safety Code of the State of California, and has determined to borrow money for such purpose by the issuance of revenue bonds as authorized by the Act in order to preserve low and' moderate multi-family housing units provided by the Project (as hereinafter defined); and WHEREAS, Corporate Fund For Housing, a California nonprofit public benefit corporation, (the "Developer") has requested the assistance of the Authority in financing the acquisition of a multi-family rental housing development that is known as Tahquitz Court Apartments and located in Palm Springs (the "Tahquitz Court Apartments Project'); and WHEREAS, the Indenture of Trust, Regulatory,Agreement, Loan Agreement, Official Statement, Remarketing Agreement, Bond Purchase Agreement and all other necessary and , related documents in connection with the issuance, sale and delivery of the Bonds have been presented and provided to this Board; and WHEREAS, it is in the public interest and for the',public benefit that the Authority issue, sell and deliver such Bonds in order to preserve the low and moderate multi-family housing units provided by the Tahquitz Court Apartments Project. NOW, THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1 . Pursuant to the Act and the Indenture of Trust (hereinafter defined), variable rate demand bonds of the Authority, designated as Housing Authority of the City of Palm Springs, Variable Rate Demand Multifamily Housing Mortgage Revenue Bonds (Tahquitz Court Apartments) in an aggregate principal amount of $3,380,000 are hereby authorized to be issued. The Bonds shall be dated the date of their issuance and delivery, shall bear interest, shall mature and shall be otherwise issued upon the terms and conditions set out in and in conformity with the Indenture of Trust. The form, terms and provisions of the Bonds and the provisions for the signatures, authentication, payment, registration, transfer, exchange, redemption and number shall be as set forth in the Indenture of Trust. The proceeds of the Bonds are hereby authorized to be applied to the acquisition and rehabilitation of the Tahquitz Court Apartments Project, all as provided in the Loan Agreement and the Indenture of Trust. Section 2. The Indenture of Trust, by and between the Authority and Seattle-First National Bank, as Trustee (the "Trustee"), dated as of September 1, 1993 (the "Indenture of Trust'), in substantially the form presented to this meeting, is hereby approved. Seattle-First National Bank is hereby appointed as Trustee under the Indenture of Trust. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Indenture of Trust in substantially the form presented, with such additions thereto or changes therein as Bond Counsel (as hereinafter defined) and such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Indenture of Trust by such officer, or any official of the Authority designated by such of',ficer. Resolution No. 28 Page 2 Section 3. The Bond Purchase Agreement among the Authority, the Developer and Merrill Lynch (the "Underwriter"), to be dated the date of the sale of the Bonds (the "Bond Purchase Agreement"), in substantially the form presented to this meeting, and the sale of the Bonds pursuant thereto, is hereby approved. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to accept the offer of the Underwriter to purchase the Bonds contained in the Bond Purchase Agreement at an initial interest rate not to exceed twelve percent (12%) per annum and to execute and deliver the Bond Purchase Agreement in substantially the form presented. Section 4. The Loan Agreement among the Authority, the Trustee and the Developer, dated as of September 1, 1993 (the "Loan Agreement'), in substantially the form presented to this meeting is hereby approved. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Loan Agreement in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Loan Agreement by such officer, or any official of the Authority designated by such officer. Section 5. The Regulatory Agreement among the Authority, the Trustee and the Developer, dated as of September 1 , 1993 (the "Regulatory Agreement'), in substantially the form presented to this meeting, is hereby approved. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Regulatory Agreement in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Regulatory Agreement by such officer or any official of the Authority designated by such officer. ' Section 6. The Remarketing Agreement among the Remarketing Agent, the Authority, the Trustee and the Developer, dated as of September 1, 1993 (the "Remarketing Agreement'), in substantially the form presented to this meeting, is hereby approved. Merrill Lynch is appointed as the initial Remarketing Agent. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name on behalf of the Authority, to execute and deliver the Remarketing Agreement in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Remarketing Agreement by such officer or any officer of the Authority designated by such officer. Section 7. The Official Statement relating to the Bonds (the "Official Statement'), in substantially the form presented to this meeting, is hereby approved and deemed final for purposes of Rule 15(c)2-12 of the Securities and Exchange Commission. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Official Statement to the Underwriter in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Official Statement by such officer or any official of the Authority designated by such officer. The Authority hereby authorizes and approves the uses of the Official Statement, and any other document described in the Official Statement in connection with the public offering and sale of the Bonds. ' Section 8. Rutan & Tucker is hereby appointed as bond counsel ("Bond Counsel") for the Authority in connection with the issuance, sale and delivery of the Bonds. Section 9. The Chairman, or the Executive Director, or their designees, are hereby authorized and directed, jointly and severally, for and in the name and on behalf of the Authority, to execute and deliver any and all necessary and related documents and take all other necessary and related actions to effectuate the issuance, sale and delivery of the Bonds as shall be approved by Bond Counsel and such officer. Section 10. All actions heretofore taken by the Authority to effectuate the authorization, issuance, sale and delivery of the Bonds are hereby ratified, confirmed and approved. Resolution No. 28 Page 3 Section 11 . This Resolution shall take effect immediately upon its adoption. ADOPTED this 29th day of September 1993 AYES: Members Hodges, Lyons, Reller-Spurgin, Schlendorf and Mayor Maryanov NOES: None ABSENT: None ATTEST: HOU G AUTHOR CIT OF PALM SPRI G CALIFORNIA Assistant Secretary EXeOUtI irector REVIEWED & APPROVED 1 p RESOLUTION No. 29 OF THE HOUSING AUTHORITY OF THE CITY OF PA121 SPRINGS (THE 00Avs` HORITY00) APPROVING A REGULATORY AGREEMENT AND DECLARATION OF COVENANTS AND RESTRICTIONS FOR SANDSTONE VILLAS ' - =WHERE.kS, the Housing authority of the City of Palm Springs (the A°Authority") , is authorized, pursuant to the Health and Safety Code of the State of California (the 0°Law") to provide affordable housing to individuals of low/moderate income within the city of Palm Springs; and WHEREAS, a Regulatory Agreement and Declaration of Covenants and Restrictions has been negotiated, approved, and signed by the Developer providing 31 affordable units within this project; and WHEREAS, in exchange for can-version of this apartment complex to condominium use affordability will be maintained on the 31. units for a period of 20 years; NOW, THEREFORE, BE IT RESOLVED THAT the Housing Authority for the City of Pal-va Springs as folloe7so Section 1e The Housing Authority herein agrees to the terms and conditions as described in the Regulatory Agreement and Declaration of Covenants and Restrictions. Section 2 : The Chairman of the Housing Authority and/or his designee is hereby authorized and directed, for and on behalf of the Authority, to take all actions and sign all document„ unec8ssary or desirable to effectuate the purposee of this Resolution. Section 3. The Assistant Secretary of the Housing Autrrority is hereby authorized to record said Regulatory Agreement and Declaration of Covenants and Restrictions in the Office of the county Recorder, Riverside county, California. ADOPTED this 2nd day of March 1994 AYES; Members 11odges, Lyons, Reller-Spurgin, Schlendorf and Chairman Maryanov NOES: None ASSENT: None ATTEST: HOUSING AUTHORITY OF THE _ CITY F PALM SSjP/, g R�INGS, CALIFORNIA BY: Ass tans -- t Secretary Chairman _ Reviewed and Approved: v � HA RESOLUTION INO. 30 ! OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS (THE "AUTHORITY") APPROVING THE FIRST AMENDMENT TO REGULATORY AGREEMENT AND DECLARATION OF COVENANTS AND RESTRICTIONS FOR SANDSTONE VILLAS ("DEVELOPER") ----------------- WHEREAS, the Housing Authority of the City of Palm Springs (the "Authority") , is authorized, pursuant to the Health and Safety Code of the State of California (the "Law") to provide affordable housing to individuals of low/moderate income within the City of Palm Springs; and WHEREAS, a Regulatory Agreement and Declaration of Covenants and Restrictions was approved on March 2 , 1994, providing for 31 units to be designated and available to families of low/moderate income; and WHEREAS, it is the Developers desire to modify and amend the location of five (5) of the designated units as originally identified, NOW, THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1: The Housing Authority herein agrees to the redesignation of: five (5) of the 31 restricted units as identified in Exhibit C and D of the First Amendment to the Regulatory Agreement. Section 2 : The Housing Authority herein ratifies the , execution of the First Amendment. Section 3 : The Chairman of the Housing Authority, the City Manager and/or his designee is hereby authorized and directed, for and on behalf of the Authority, to sign any similar future amendments to the Regulatory Agreement regarding the ',redesignation of restricted units. Section 4 : The Assistant , Secretary of the Housing Authority is hereby authorized to record said First Amendmentl to the Regulatory Agreement and Declaration 'of Covenants and Restrictions in the Office' of the County Recorder, Riverside County, California. ADOPTED this 4th day of May , 1994 AYES: Members Hodges, Lyons, Schlendorf and Vice-Chairman Reller-Spurgin NOES: None ABSENT: None ABSTAIN: Chairman Maryanov ATTEST: HOUSING AUTHORITY OF THE CITY OF 1ALM SPRINGS, CALIFORNIA ' AsI sistant Secretary _-- 1 .0 airman Reviewed and Approved: � � f RESOLUTION NO. 31 OFTHE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS (THE "AUTHORITY") RESCINDING VARIOUS RESOLUTIONS OF INTENT TO ISSUE OBLIGATIONS TO PROVIDE FINANCING IN CONNECTION WITH THE, CONSTRUCTION AND REHABILITATION OF MULTI-FAMILY RESIDENTIAL PROJECTS, ' AND RELATED FACILITIES WHEREAS, the the Housing Authority of the City of Palm Springs (the "Authority"), is authorized, pursuant to the Health and Safety Code of the State of California (the "Law") to provide financing assistance for multi-family residential projects located within the City of Palm Springs (the "City"); and WHEREAS, Resolutions were adopted by the Authority in the course of the last eleven years, many of these projects did not come to fruition; and WHEREAS, it is the desire of the Authority to provide a clear tracking record, by annulling and rescind these Resolutions; NOW, THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1: The following Resolutions are rescinded and annulled: Resolution No. 2 Issued 7/3/85 ' Resolution No. 3 Issued 7/3/85 Resolution No. 6 Issued 9/4185 Resolution No. 8 Issued 10/2/85 Resolution No. 11 Issued 10/15/86 Resolution No. 14 Issues 6/21/89 Resolution No. 15 Issued 6/21/89 Resolution No. 16 Issued 10/4/89 Resolution No. 17 Issued 4/4/90 Resolution No. 18 Issued 414/90 Resolution No. 19 Issued 2/20/91 Resolution No. 21 Issued 6/5/91 Resolution No. 24 Issued 5/20/92 Resolution No. 27 Issued 8/4/93 ADOPTED this 2nd day of November 1994 ' AYES: Directors Hodges, Kleindienst, Lyons, Reller-Spurgin and Chairman Maryanov NOES: None - ABSENT: None ATTEST: SING AU RI OF THE ITY OF PALM R N CALIFORNIA BYE Assn ant Secretary Exec tiv Director Reviewed and Approved:_ " RESOLUTION NO. 32 RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS APPROVING AND AUTHORIZING THE ISSUANCE, SALE AND DELIVERY OF NOT TO EXCEED $3 , 200, 000 HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS' MULTIFAMILY , HOUSING REVENUE REFUNDING BONDS, SERIES 1995 A (GNMA COLLATERALIZED - PALM SPRINGS VIEW APARTMENTS PROJECT) ; AUTHORIZING THE EXECUTION AND DELIVERY OF AN INDENTURE OF TRUST, AMENDED AND RESTATED' REGULATORY AGREEMENT, FINANCING AGREEMENT, OFFICIAL STATEMENT, BOND PURCHASE AGREEMENT, AND ALL NECESSARY AND RELATED DOCUMENTS AND ACTIONS IN CONNECTION WITH THE AUTHORIZATION, ISSUANCE, SALE AND DELIVERY OF THE BONDS. RESOLVED, by the Housing Authority of the City of Palm Springs (the "Authority") that: WHEREAS, this Authority has determined to issue revenue bonds of the Authority to refinance the acquisition and construction of multifamily housing pursuant to of Chapter 7 of Part 5 of Division 31 of the Health and Safety Code of the State of California, and Article 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code of the State of Claifornia (collectively the "Act") and has determined to borrow money for such purpose by the issuance of revenue bonds as authorized by the Act in order to preserve low and 'moderate multifamily housing units provided by the Palm Springs View Apartments Project as (hereinafter defined) ; and ' WHEREAS, Palm Springs View Apartments, Ltd. (the "Developer") has requested the assistance of the Authority in relation to the issuance of refunding bonds relating to the financing of the acquisition of a multifamily rental housing development that is known as Palm Springs View Apartments and located in Palm Springs (the "Palm Springs View Apartments Project") ; and WHEREAS, the Indenture of Trust, Amended and Restated Issuer Regulatory Agreement, Financing Agreement, Official Statement, Bond Purchase Agreement and all other; necessary and related documents in connection with the issuance, sale and delivery of the bonds have been presented and provided to this Board; and WHEREAS, it is in the public interest and for the public benefit that the Authority issue, sell and deliver such Bonds in order to preserve the low and moderate multifamily housing units provided by the Palm Springs View Apartments Project. t' U24\014084-0013\2170325.1 al2/15/95 R32 Page 2 NOW, THEREFORE, BE IT RESOLVED by the Housing Authority of the City of Palm Springs as follows: Section 1. Pursuant to the Act and the Indenture of Trust (hereinafter defined) , bonds of the Authority, designated as "Housing Authority of the City of Palm Springs, " Multifamily Housing Revenue Refunding Bonds Series 1995 A (GNMA Collateralized Palm Springs View Apartments Project) in an aggregate principal amount of not to exceed $3 , 200, 000. 00 (the "Bonds") are hereby authorized to be issued. The Bonds shall be dated the date of their issuance and delivery, shall bear interest, shall mature and shall be otherwise issued upon the terms and conditions set out in and in conformity with the Indenture of Trust. The form, terms and provisions of the Bonds and the provisions for the signatures, authentication, payment, registration, transfer, exchange, redemption and number shall be as set forth in the Indenture of Trust. The proceeds of the Bonds are hereby authorized to be applied to the refunding of bonds relating to the acquisition and construction of the Palm Springs View Apartments Project, all as provided in the Financing Agreement and the Indenture of Trust. Section 2 . The Indenture of Trust, by and between the Authority and First Trust Washington, as Trustee (the "Trustee") , dated as of December 1, 1995 (the "Indenture of Trust") , in substantially the form on file with the City Clerk, is hereby approved. First Trust Washington is hereby appointed as Trustee under the Indenture of Trust. The Chairman (Mayor) or the Executive Director (City Manager) or their designees are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Indenture of Trust in substantially the form presented, with such additions thereto or ' changes therein as Bond Counsel (as hereinafter defined) and such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Indenture of Trust by such officer, or any official of the Authority designated by such officer. Section 3 . The Bond Purchase Agreement among the Authority, the Developer.. and Banc One Capital Corporation (the "Underwriter") , to be dated the date of the sale of the bonds (the "Bond Purchase Agreement") , in substantially the form on file with the City Clerk, and the sale of the Bonds pursuant thereto, is hereby approved. The Chairman (Mayor) or the Executive Director (City Manager) , or their designees are hereby authorized and directed, for and in the name and on behalf of the Authority, to accept the offer of the Underwriter to purchase the Bonds contained in the Bond Purchase Agreement at an initial interest rate not to exceed twelve percent (12%) per annum and to execute and deliver the bond Purchase Agreement in substantially the form presented. Section 4 . The Financing Agreement among the Authority, the Trustee and the Developer, dated as of December 1, 1995 (the FS2\124\014084-0013\2170325.1 al2/15/95 -2- R32 Page 3 "Financing Agreement") , in substantially the form on file with the City Clerk is hereby approved. The Chairman (Mayor) or the Executive Director (City Manager) , orltheir designees are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and delivery the Financing Agreement in substantially the form presented, with such additions thereto or changed therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Financing Agreement by such officer, or any official of the Authority designated by such officer. Section 5. The Amended and Restated Regulatory Agreement among the Authority, the Trustee and the Developer, dated as of December 1, 1995 (the "Regulatory Agreement") , in a form to be approved by the Executive Director is hereby approved. The Chairman (Mayor) or the Executive Director (City Manager) or their designees, are hereby authorized and directed, for and in the name and on behalf of the Authority, to execute and deliver the Regulatory Agreement in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the Regulatory Agreement by such officerlor any official of the Authority designated by such officer.' Section G. The Official Statement relating to the Bonds (the "Official Statement") , in substantially the form on file with the City Clerk, is hereby approved and deemed final for purposes of Rule 15c2-12 of the Securities and Exchange Commission. The Chairman (Mayor) or 'the Executive Director (City Manager) , or their designees, are hereby authorized and directed, for and in the name and on behalf ofithe Authority, to execute an ' deliver the Official Statement to the Underwriter in substantially the form presented, with such additions thereto or changes therein as Bond Counsel or such officer may require or approve, such approval to be conclusively evidenced by the execution and delivery of the official Statement by such officer or any official of the Authority designated by such officer. The Authority hereby authorized and approves the uses of the Official Statement, and any other document described in the Official Statement in connection with the public offering and sale of the Bonds. Section 7 . Rutan & Tucker is hereby appointed as bond counsel ("Bond Counsel") for the Authority in connection with the issuance, sale and delivery of the Bonds. Section 8 . The Chairman (Mayor) or the Executive Director (City Manager) , or their designees are hereby authorized and directed, jointly and severally, , for and in the name and on behalf of the Authority, to execute and deliver any and all necessary and related documents and agreements, including but not limited to disclosure agreements, and take all other necessary A521124\014084-0013\2170325.1 a12115195 -3- R32 Page 4 and related actions to effectuate the issuance, sale and delivery of the Bonds as shall be approved by Bond Counsel and such officer. Section 9. All actions heretofore taken by the Authority to effectuate the authorization, issuance, sale and delivery of the Bonds are hereby ratified, confirmed and approved. ' Section 10. This Resolution shall take effect immediately upon its adoption. ADOPTED this 6th day of December, 1995. AYES: Members Barnes, Hodges, Spurgin and Chairman Kleindienst NOES: None ABSENT: None ATTEST: HOUSING AUTHORITY CITY OF PALM SPRINGS, CALIFORNIA • 'e2 Cyr - '�"ecretary Chairman REVIEWED AND APPROVED ��, cu, 1 F52\124\014084-0002170325.1 al2/15/95 —4— 1 RESOLUTION NO. HA 33 A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING THE SUBORDINATION OF BONDS RELATING TO THE TAHQUITZ COURT APARTMENTS A4740 WHEREAS, pursuant to a trust indenture dated September 1, 1993 between the Housing Authority of the City of Palm Springs ("Authority") and the U.S. Bank, N.A., ("Bond Trustee") the Authority issued and sold $3,380,000 Housing Authority of the City of Palm Springs Multifamily Housing Mortgage Revenue Bonds (Tahquitz Court Apartments) ("Bonds") and the proceeds of the Bonds have been loaned by the Authority to the Corporate Fund for Housing ("Owner") for the construction of housing units ("Bond Loan") on certain real property ("Property); and WHEREAS, with respect to the Bonds, Citibank (West), FSB, ("Senior Lienholder") has issued a certain Irrevocable Direct Draw Letter of Credit dated as of September 1, 1993 for the benefit of Bond Trustee pursuant to which the Senior Lienholder has made certain advances to the Bond Trustee; and WHEREAS, Owner and Senior Lienholder have entered into a Reimbursement Agreement to evidence Owner's obligation to reimburse Senior Lienholder for such ' advances ("Senior Lienholder Loan"); and WHEREAS, the obligations of Owner under the Reimbursement Agreement are secured by the Deed of Trust recorded on September 30, 1993, as Instrument No. 382202 in the Official Records ("Senior Deed of Trust"); and WHEREAS, Owner has executed and delivered to Senior Lienholder a Modification and Extension Agreement relating to the Reimbursement Agreement and the Senior Deed of Trust; and WHEREAS, it is a condition precedent to modifying the Senior Lienholder Loan, that the Senior Lienholder's right to payments shall unconditionally be and remain a lien superior to all other agreements relating to the Property in favor of the Authority; and WHEREAS, the Senior Lienholder Loan is being modified and requires the Authority to execute a Subordination Agreement WHEREAS, Owner has defaulted on the Senior Lienholder Loan such that it is now it is to the benefit of all of the parties that the Senior Lienholder modify the Senior Lienholder Loan to allow Owner's unpaid obligations to be recast as an installment loan. NOW, THEREFORE, BE IT RESOLVED, by the Housing Authority of the City of Palm Springs as follows: .rr Resofutib7r MA 33 Page 2 Section 1. All of the facts set forth in the above recitals are true and correct and are incorporated herein by this reference. Section 2. The Subordination Agreement is hereby approved and the Treasurer is hereby authorized and instructed to execute same on behalf of the Authority. Section 3. The Treasurer is authorized to execute any and all additional documents necessary and to grant any and all other approvals necessary to the subordination. ADOPTED this 23rd day of July 2003. AYES: Members Midges, Mills, Oden, and ,Chairman Kleindienst NOES: Member Reller-Spurgin ABSENT: None M-T CITY OF PALM SPRINGS, CALIFORNIA Assistant Secretary Chairman APPROVED AS TO FORM: RESOLUTION NO. 34 A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN AMENDMENT TO A REGULATORY AGREEMENT AND DECLARATION OF COVENANTS AND RESTRICTIONS BETWEEN THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS AND CORPORATE FUND FOR HOUSING D.B.A., LINC HOUSING CORPORATION, TO ALLOW FOR THE TRANSFER OF THE PROPERTY TO A PARTNERSHIP THAT IS NOT A 501C(3) ORGANIZATION FOR THE TAHQUITZ COURT APARTMENTS AT 2800, 2890, 2900 and 2990 EAST TAHQUITZ CANYON WAY. A0501 C. WHEREAS, on February 3, 1993, the Housing Authority of the City of Palm Springs adopted Inducement Resolution No. 26 expressing its intent to issue tax-exempt bond financing on behalf of Corporate Fund for Housing ("Owner") for the acquisition and rehabilitation of the Tahquitz Court Apartments, formerly the San Carlos Apartments; and WHEREAS, the Housing Authority-backed bonds have been repaid through a refinancing of the project, in 2005; and WHEREAS, in conjunction with the Housing Authority action, the Community Redevelopment Agency and the Owner entered into that certain Owner Participation Agreement ("OPA") with Corporate Fund for Housing d.b.a., LINC Housing Corporation of Long Beach, California which provided for an Agency loan in combination with City- backed acquisition bonds for the Tahquitz Court Apartments at 2800, 2890, 2900, and 2990 East Tahquitz Canyon Way, and The buyer has requested the Housing Authority and Community Redevelopment Agency to take several actions: (1) terminate the Housing Authority Regulatory Agreement in favor of the Agency Regulatory Agreement, since the City-backed financing is no longer in place and as well as remove the provision that requires the owner to be a 501c(3) organization, which LINC is but the new LP or LLC would not be (2) amend the Agency Regulatory Agreement to change the name of the other party. WHEREAS, the Housing Authority and the Owner now desire to approve Amendment I No. 1 to the Regulatory Agreement in accordance with the terms and conditions set forth in the Agreement, by approving a Modification of Regulatory Agreement, Assignment and Assumption of Loan Documents, a Freddie Mac Rider to the Regulatory Agreement, and a Subordination Agreement. NOW THEREFORE BE IT RESOLVED by the Housing Authority of the City of Palm Springs, as follows: Resolution No. 34 Page 2 SECTION 1. The above recitals are true and correct and incorporated herein. SECTION 2. The Modification of Regulatory Agreement, Assignment and Assumption of Loan Documents, a Freddie Mac Rider to the Regulatory Agreement, and a Subordination Agreement are hereby approved and incorporated herein by this reference. SECTION 3. The Executive Director, or his designee, is hereby authorized to execute on behalf of the Agency the documents necessary to the Agreement, and make minor changes as may be deemed necessary, in a form approved by Agency Counsel. ADOPTED this 19th day of November, 2008. David H. Ready,�eetutive Director ATTEST: ames Thompson, Assistant Secretary CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) 55. CITY OF PALM SPRINGS ) I, JAMES THOMPSON, Assistant Secretary of the Housing Authority of the City of Palm Springs, hereby certify that Resolution No. 34 is a full, true and correct copy, and was duly adopted at a regular meeting of the Housing Authority of the City of Palm Springs on the 19th day of November, 2008, by the following vote: AYES: Member Hutcheson, Member Weigel, Vice Chair Foat, and Chair Pougnet. NOES: None. ABSENT: Member Mills. ABSTAIN: None. 0es Thompson, Assistant Secretary musing Authority City Of Palm Springs, California Resolution No. 35 A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING A SECOND AMENDMENT TO A REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS WITH TAHQUITZ ASSOCIATES, LP, BY ADDING A FREDDIE MAC RIDER. A0501 C WHEREAS, In February, 1993, the Housing Authority of the City of Palm Springs ("Housing Authority") approved the issuance of tax-exempt bond financing for the acquisition and rehabilitation of the Tahquitz Court Apartments located at 2800, 2890, 2900 and 2990 East Tahquitz Canyon Way (the "Property") on behalf of the Corporate Fund for Housing; such bonds were repaid through a refinancing of the Property in 2005 by its successor, LINC Housing; and WHEREAS, in November, 2008, the Housing Authority approved the sale of the Property to Tahquitz Associates, LP ("Tahquitz"), with apartment owner Dalton Hydro of Utah as the majority owner (limited partner) and LINC Housing, the seller, as the 501(c)(3) minority general partner; subject to the existing covenants and approved the Prior Loan, shown in the Modification of Regulatory Agreement dated December 15, 2008 and recorded in the Official Records of Riverside County as Document 2008- 0663040 ("First Modification"); and WHEREAS, Berkadia Commercial Mortgage LLC ("Lender"), successor to the prior lender Capmark, is refinancing the Prior Loan with a loan of approximately $5,625,000 (the "Refinance Loan") but is unable to make the Refinance Loan without the Housing Authority's consent to a Second Modification of the Regulatory Agreement to incorporate the terms of the Revised Freddie Mac Rider, attached as Exhibit °A" to this resolution; and WHEREAS, Tahquitz still agrees to continue to restrict, though an existing Regulatory Agreement, the rents on 100% of the existing units (107) to levels affordable to families with incomes no more than 60% of Area Median Income (AMI) for a the remaining term. NOW, THEREFORE, BE IT RESOLVED, by the Housing Authority of the City of Palm Springs, as follows: SECTION 1. The above findings are true and correct and are adopted findings of the Housing Authority of the City of Palm Springs. SECTION 2. The Housing Authority of the City of Palm Springs, California, hereby approves the Second Modification of the Regulatory Agreement to incorporate the terms of the Revised Freddie Mac Rider, attached as Exhibit "A" to this resolution. Resolution No. 35 Page 2 SECTION 3. The Executive Director is hereby authorized and directed, on behalf of the Housing Authority, to execute all documents, including applications or letters of intent or commitment, related to the Property and the purposes of this Resolution. PASSED, APPROVED AND ADOPTED BY THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS THIS 15T" DAY OF FEBRUARY, 2012. DAVID H. READY, EX DIRECTOR ATTEST: A�ESTHO�MPSON, CITY CLERK CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS ) I, JAMES THOMPSON, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 35 is a full, true and correct copy, and was duly adopted at a regular meeting .of the Housing Authority of the City of Palm Springs on the 15TH day of February, 2012, by the following vote: AYES: Board Member Hutcheson, Board Member Lewin, Board Member Mills, Vice Chair Foat, and Chair Pougnet. NOES: None. ABSENT: None. ABSTAIN: None. MES THOMPSON, CITY CLERK 41�City of Palm Springs, California EXHIBIT A REVISED FREDDIE MAC RIDER TO REGULATORY AGREEMENT REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS THIS REVISED FREDDIE MAC RIDER TO REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE COVENANTS ("Rider'), executed as of December_, 2011 is deemed attached to and to form a part of the Regulatory Agreement and Declaration of Restrictive Covenants (the"Regulatory Agreement'), dated as of September 1, 1993, as amended, by and between TAHQUITZ ASSOCIATES, LP, a California limited partnership, as successor to Corporate Fund For Housing, a California nonprofit public benefit corporation ("Owner'), its successors and assigns, and THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS,a housing authority of the State of California("Authority'). 1. Definitions. All capitalized terms used in this Rider have the meanings given to those terms in the Regulatory Agreement. 2. Applicability. This Rider shall amend and supplement the Regulatory Agreement. In the event any provision of this Rider conflicts with the Regulatory Agreement, the Rider shall supersede the conflicting provision of the Regulatory Agreement. This Rider shall apply in spite of the fact that the covenants, reservations and restrictions of the Regulatory Agreement run with the land and shall be deemed applicable to any successor in interest to the Owner. 3. Obligations Not Secured by the Project. The payment and performance obligations of the Owner and any subsequent owner of the Project under the Regulatory Agreement shall not be secured by or constitute a security interest in the Project. The occurrence of an event of default under the Regulatory Agreement shall not defeat or render invalid the lien of the Multifamily Deed of Trust, Assignment of Rents, Security Agreement and Fixture Filing executed by the Owner for the benefit of Berkadia Commercial Mortgage LLC ("Berkadia'), dated as of December , 2011 ("Security Instrument'), as assigned of even date therewith from Berkadia to the Federal Home Loan Mortgage Corporation ("Freddie Mac'). For purposes of this Rider, Berkadia and Freddie Mae and their successors and/or assigns,individually and together,are"Lender". 4. Obligations Personal. The Authority agrees that no owner df the Project (including Lender)subsequent to the Owner will be liable for, assume or take title to the Project subject to: (a) any failure of any prior owner of the Project to perform or observe any representation or warranty, affirmative or negative covenant or other agreement or undertaking under the Regulatory Agreement; and (b) the payment of any compensation or any accrued unpaid fees, costs, expenses or penalties otherwise owed by any prior owner of the Project under the Regulatory Agreement. The Owner and each subsequent owner of the Project shall be responsible under the Regulatory Agreement only for its own acts and omissions occurring during the period of its ownership of the Project. All such Iiability and obligations shall be and remain personal to such person even after such person ceases to be the owner of the Project. Initials: Authority / Tahquitz 2 2 Second Modifimton of Regulatory Agreement—Housing Authority—Freddie Mac Rider 1 5. Foreclosure/Deed in Lien of Foreclosure. All provisions of Section 15 of the Regulatory Agreement related to the sale or transfer of the Project which require the consent of the Authority or transfer agreements, compliance with Authority transferee criteria and requirements, opinion requirements, assumption fees, transfer fees, shall not apply to any transfer of title to the Project to Lender and/or a nominee thereof by foreclosure or deed in lieu of foreclosure or to any third party purchaser from Lender and/or a nominee thereof at or subsequent to foreclosure or deed in lieu of foreclosure, and there shall be no reversion of title to Owner by reason of any such transfer. Nothing contained in the Regulatory Agreement shall affect any provision of the Security Instrument or any of the other Loan Documents(as defined in the Loan Agreement secured by the Security Instrument) which requires the Owner to obtain the consent of Lender as a precondition to sale, transfer or other disposition of, or any direct or indirect interest in, the Project or of any direct or indirect interest in the Owner. No covenant obligating the Owner to obtain an agreement from any transferee to abide by all requirements and restrictions of the Regulatory Agreement shall apply to a transfer to Lender and/or a nominee thereof upon foreclosure or deed in lieu of foreclosure. For purposes of Section 16 of the Regulatory Agreement, a foreclosure or delivery of a deed in lieu of foreclosure under the Security Instrument shall be deemed a foreclosure of the lien of the "Credit Bank" and "Project Mortgage" such that the terms of the Regulatory Agreement shall terminate and be of no further force and effect. 6. Damage, Destruction or Condemnation of the Project. In the event that the Project is damaged or destroyed or title to the Project,or any part thereof, is taken through the exercise or the threat of the exercise of the power of eminent domain, the Owner shall comply with all applicable requirements of the Loan Agreement and Security Instrument and the applicable requirements of the Loan Agreement and Security Instrument shall control over any conflicting provision of the Regulatory Agreement. In furtherance, and not in limitation of the foregoing, Lender shall have the sole right to determine, in accordance with the standards set forth in the Loan Agreement and Security Instrument, whether insurance or condemnation proceeds are to be applied to restore the Project(and to approve the plans and specifications in connection with any such restoration) or to prepay indebtedness. 9. Regulatory Agreement Default. Notwithstanding anything contained in the Regulatory Agreement to the contrary: a. The occurrence of an Event of Default under the Regulatory Agreement shall not defeat or render invalid the lien of the Security Instrument. b. The occurrence of an Event of Default under the Regulatory Agreement shall not be or be deemed to be a default under the Loan Documents, except as may be otherwise specified in the Loan Documents. 8. Rider Provisions Control. The provisions of this Rider shall govern and control with respect to the matters set forth herein, regardless of whether, pursuant to Section 29 of the Regulatory Agreement, the rent and income restrictions of the "Agency Regulatory Agreement" defined in Section 29 control due to an inconsistency between the two Agreements. Initials: Authority / _Tahquitz Second Modification of Regulatory Agreement—Housing Authority—Freddie Mx Rider 2 23 RESOLUTION NO. 036 A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN AMENDMENT TO THE JOINT EXERCISE OF POWERS AGREEMENT ESTABLISHING THE CITY OF PALM SPRINGS FINANCING AUTHORITY FOR THE PURPOSE OF ADDING THE HOUSING AUTHORITY OF THE CITY OF PALM SPRINGS AS AN ADDITIONAL MEMBER OF THE AUTHORITY WHEREAS, the City of Palm Springs (the "City") and the Community Redevelopment Agency of the City of Palm Springs (the "Former Agency") entered into a Joint Exercise of Powers Agreement dated as of February 1, 1991 (the "Joint Powers Agreement') forming the City of Palm Springs Financing Authority (the "Authority") as a separate public agency under the laws of the State of California; and WHEREAS, the Former Agency has been dissolved under the provisions of Assembly Bill X1 26, which became effective on June 29, 2011 (the "Dissolution Act'), and under the Dissolution Act all of the authority, rights, powers, duties and obligations of the Agency have been vested in the City Council of the City of Palm Springs, as successor agency to the Former Agency (the "Successor Agency"); and WHEREAS, in order to ensure the continuing existence of the Authority, the City and the Successor Agency have proposed to add the Housing Authority of the City of Palm Springs (the "Housing Authority") as an additional member of the Authority and to remove the Successor Agency as a member of the Authority. NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Housing Authority of the City of Palm Springs as follows: Section 1. Amendment of Joint Exercise of Powers Agreement. The Housing Authority hereby approves the amendment of the Joint Powers Agreement pursuant to that certain Second Amendment to Joint Powers Agreement among the City, the Successor Agency and the Housing Authority in the form on file with the Assistant Secretary. The Executive Director is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest, the Second Amendment to Joint Powers Agreement in the name and on behalf of the Housing Authority. Section 2. Effective Date. This resolution shall take effect immediately upon its passage and adoption. Housing Authority Resolution No. 036 Page 2 ADOPTED this 2Id day of July, 2014. David H. Ready, Ex hive Director ATTEST: Housing Authority of the City of Palm Springs ames Thompson, Secretary Housing Authority of the City of Palm Springs CERTIFICATION STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS ) I, JAMES THOMPSON, Secretary of the City of Palm Springs Housing Authority, hereby certify that Resolution No. 036 is a full, true and correct copy, and was duly adopted at a regular meeting of the City of Palm Springs Housing Authority on the 2"d day of July, 2014 by the following vote: AYES: Board Member Foat, Board Member Mills, Board Member Lewin, Vice Chair Hutcheson and Chair Pougnet. NOES: None. ABSENT: None. ABSTAIN: None. James Thompson, Secretary Housing Authority City of Palm Springs, California n 71'01-ze)) �