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Home My Public Portal About2009.194 (10-06-09)RESOLUTION. NO. 2009. 194 CITY COlT1~GII OF THE CITY; OF. LYNWOQD A RESOLUTION APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF A PURCHASE AND SALE AGREEMENT AND RELATED DOCUMENTS WITH RESPECT TO THE SALE OF THE SELLER'S PROPOSITION lA RECEIVABLE FROM THE STATE; AND DIRECTING AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, pursuant to Section 25.5 of Article XIII of the Califomia Constitution and Chapter 14XXXX of the California Statutes of 2009 (Assembly Bi11No. 15), as amended (the "Act"), certain local agencies within the State of Califomia (the "State") are entitled to receive certain payments to be made by the State on or before June 30, 2013, as reimbursement for reductions in the percentage of the total amount of ad valorem property tax revenues allocated to such local agencies during the State's 2009-10 fiscal year (the "Reimbursement Payments"), which reductions have been authorized pursuant to Sections 100.05 and 100.06 of the California Revenue and Taxation Code; WHEREAS, the Crty,ti~~Lynvvtiot, a local agency within the meaning of Section 6585([) of the California Government Code (the "Seller"), is entitled to and has determined to sell all right, title and interest of .the Seller in and to its "Proposition IA receivable", as defined in Section 6585(8) of the California Govermnent Code (the "Proposition lA Receivable"), namely, the righC to payment of moneys due or to become due to the Seller pursuant to Section 25.5(a)(1)(B)(iii) of Article XIII of the California Constitution and Section 100.06 of the California Revenue and Taxation Code, in order to obtain money to fund public capital .improvements orworking capital; WHEREAS, the Seller is authorized to sell or otherwise dispose of its property as the interests of its residents require; WHEREAS, the California Statewide Communities Development Authority, a joint exercise of powers authority organized and existing under the laws of the State (the "Purchaser"), has been authorized pursuant to Section 6588(x) of the California Government Cade to purchase the Proposition lA Receivable; WHEREAS, the Purchaser desires to purchase the Proposition lA Receivable and the Seller desires to sell the Proposition lA Receivable pursuant to a purchase and sale agreement by and between the Seller and the Purchaser in the form presented to 'this City Council (the "Sale Agreement") for the purposes set forth herein; WHEREAS, in order to finance the purchase price'of the Proposition lA Receivable from the Seller and the purchase price of other Proposition IA Receivables from other local agencies, the Purchaser will issue its bonds (the "Bonds") pursuant to Section 6590 of the California Govermnent Code and an Indenture (the "Indenture"), by and between the Purchaser and Wclls Fargo Bank, National Association, as trustee (the "Trustee"), which.Bonds will be payable solely from the proceeds of the Seller's Proposition lA Receivable and other Proposition lA _ Receivables sold to the Purchaser by local agencies in connection with the issuance of the. Bonds; WHEREAS, the Seller acknowledges that (i) any transfer of its. Proposition lA Receivable to the Purchaser pursuant to the Sale .Agreement shall be treated as an absolute sale and transfer of the property so transferred and not as a pledge or grant of a security interest by 'C1ty,~aP.Ly~zyk?ood to secure a borrowing, (ii) any such sale of its Proposition lA Receivable to the Purchaser shall automatically be perfected without the need for physical delivery, recordation, filing or further act, (iii) the provisions of Division 9 (commencing with Section 9101) of the California Commercial Code and Sections 954,5 to 955.1 of the California Civil Code, inclusive, shall not apply to the sale of its Proposition lA Receivable, and (iv) after such transfer, the Seller shall have no right, title, or interest in or to the Proposition lA Receivable sold to the Purchaser and the Proposition lA Receivable will thereafter be owned, received, held and disbursed only by the Purchaser or a trustee or agent appointed by the Purchaser; " WHEREAS, the Seller acknowledges that the Purchaser will grant a security interest in the Proposition lA Receivable to the Trustee and any crediC enhancer to secure payment of the Bonds; WHEREAS, a portion of the proceeds of the Bonds will be used by the Purchaser to, 'among other things, pay the purchase price of the Proposition 1 A Receivable; WHEREAS, the Seller will use the proceeds received from the sale of the Proposition lA Receivable for any lawful purpose aspennitted under the applicable laws of the State; NOW THEREFORE, the 'Crty„ Council of the City~of} Lynwood hereby resolves as follows: Section I. All of the recitals set forth above are true and correct, and this City C~ouricl hereby so finds and determines. , Section 2. The Seller hereby authorizes the sale of the Proposition lA Receivable to the Purchaser for a price equal to the amount certified as the Initial Amount (as defined in the Sale Agreement) by the County auditor pursuant to the Act. The form of Sale Agreement presented to the Cty1~,Cpuncl is hereby approved. An Authorized Officer (as set forth in Appendix A of this Resolution, attached hereto and by this reference incorporated herein) is hereby authorized and directed to execute and deliver the Sale Agreement on behalf of the Seller, which shall be in the form presented at this meeting. Section 3. Any Authorized Offcer is hereby authorized and directed to send, or to cause to be sent, an irrevocable written instruction to the State Controller (the "Irrevocable Written Instruction") notifying the State of the sale of the Proposition lA Receivable and instructing the disbursement pursuant to Section 6588.6(c) of California Government Code of the Proposition lA Receivable to the Tnistee, on behalf oFthe Purchaser, which Irrevocable Written Instruction shall be in the form presented at this meeting. Section 4. The Authorized Officers and such other Seller officers, as appropriate, are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, including but not limited to, if required, appropriate escrow instructions relating to the delivery into escrow of executed documents prior to the closing of the Bonds, and such other documents mentioned in the Sale Agreement or the Indenture, which any of them may deem necessary or desirable in order to implement the Salo Agreement and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution; and all such actions heretofore taken by such officers are hereby ratified, confirmed and approved. Section 5. All consents, approvals; notices, orders, requests and other actions permitted or required by any of the documents authorized by this Resolution, whether before or .after the sale of the Proposition lA Receivable or the issuance of the Bonds, including without limitation any of the foregoing that may be necessary or desirable in connection with any default under or amendment of such documents, may be given or taken by an Authorized Officer without further authorization by this Gjty Couieil, and each ~ Authorized Officer is hereby authorized and directed to give any such consent; approval, notice, order or request, to execute any necessary or appropriate documents or amendments, and to take any such action that such Authorized Officer may deem necessary or desirable to further the purposes of this Resolution. Section 6. The City Council acknowledges that, upon execution and delivery of the Sale Agreement, the Seller is contractually obligated to sell the Proposition 1 A Receivable to the Purchaser pursuant to the Sale Agreement and the Seller shall not have any option to revoke its approval of the Sale Agreement or to determine not to perform its obligations thereunder. 3 Section 7. This Resolution shall take effect from and after its adoption and approval. PASSED AND ADOPTED by the City,' Council of the ~Gity4`of Lynwgo'd, State of California, this 6th day of October , 2009, by the following vote: k~' . AYES: COUNCIL MEMBERS FLORES, MORTON, RODRIGUEZ, CASTRO AND SANTILLAN NOES: ABSENT: (~%~~c~ / hi'~p. Mayor Attest: / ~ City Clerk Approved as to form 4 SELLER'S COUNSEL APPENDIX A Authorized Officers: °IP' ~ S' t *t e y i ~ I I Soh H ~~ I '~t RatertS Tarrez AsststagtC}ty„Manager Adman'&Cammumfy th'Ut fit ~.i .,. .. .. ,. ,., ~..~~ Servaces Lorry Tempe, any designee of any of them, as appointed in a written certificate of such Authorized Officer delivered to the Trustee.