HomeMy Public PortalAboutResolution 05-43541
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RESOLUTION NO. 05 -4354
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 VEHICLE LICENSE FEE RECEIVABLE FROM
THE STATE; AND DIRECTING AND AUTHORIZING CERTAIN OTHER
ACTIONS IN CONNECTION THEREWITH
WHEREAS, certain public agencies within the State of California (the "State ") are entitled to receive
certain payments payable by the State to each such local agency on or before August 15, 2006, in
connection with vehicle license fees pursuant to Section 10754.11 of the California Revenue and Taxation
Code ( "VLF Gap Repayments ");
WHEREAS, the City of Temple City (the "Seller ") is entitled to and has determined to sell all right,
title and interest of the Seller in and to the "VLF Receivable ", as defined in Section 6585(i) of the California
Government Code (the "VLF Receivable "), namely, the right to payment of moneys due or to become due to
the Seller out of funds payable in connection with vehicle license fees to a local agency pursuant to Section
10754.11 of the California Revenue and Taxation Code;
WHEREAS, the California Statewide Communities Development Authority, a joint exercise of powers
authority organized and existing under the laws of the State (the "Authority "), has been authorized pursuant to
Section 6588(w) of the California Government Code to purchase the VLF Receivable;
WHEREAS, the Authority desires to purchase the VLF Receivable and the Seller desires to sell the
VLF Receivable pursuant to a purchase and sale agreement by and between the Seller and the Authority 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 VLF Receivable from the Seller and the
purchase price of other VLF Receivables from other local agencies, the Authority will issue its taxable and
tax - exempt notes (the "Notes ") pursuant to Section 6590 of the California Government Code and an
Indenture (the "Indenture "), by and between the Authority and Wells Fargo Bank, National Association, as
trustee (the "Trustee "), which Notes will be payable solely from the proceeds of the VLF Receivable and such
other VLF Receivables;
WHEREAS, the Seller acknowledges that the Authority will grant a security interest in the VLF
Receivable to the Trustee and any credit enhancer to secure payment of the Notes; and
WHEREAS, a portion of the proceeds of the Notes will be used by the Authority to, among other
things, pay the purchase price of the VLF Receivable;
WHEREAS, the Seller will use the proceeds received from the sale of the VLF Receivable for any
lawful purpose as permitted under the applicable laws of the State;
NOW, THEREFORE, the City Council of the City of Temple City, California hereby resolves as
follows:
SECTION 1. All of the recitals set forth above are true and correct, and this City Council hereby so
finds and determines.
SECTION 2. The Seller hereby authorizes the sale of the VLF Receivable to the Authority for a price
no less than the Minimum Purchase Price set forth in Appendix A. The form of Sale Agreement presented to
the City Council is hereby approved. An Authorized Officer (as set forth in Appendix A) is hereby authorized
Resolution No. 05 -4354
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and directed to execute and deliver the Sale Agreement on behalf of the Seller, which shall be in substantially
the form presented to this meeting, with such changes therein, deletions therefrom and additions thereto, as
such Authorized Officer shall approve, which approval shall be conclusively evidenced by the execution and
delivery of the Sale Agreement.
SECTION 3. Any Authorized Officer is hereby authorized and directed to send, or to cause to be
sent, an irrevocable written instruction to the State Controller notifying the State of the sale of the VLF
Receivable and instructing the disbursement pursuant to Section 6588.5(c) of California Government Code of
the VLF Receivable to the Trustee, on behalf of the Authority.
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 one or more tax certificates, if required, appropriate escrow
instructions relating to the delivery into escrow of executed documents prior to the closing of the Notes, 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 Sale 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. NI 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 VLF
Receivable or the issuance of the Notes, 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 City Council, 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 VLF Receivable to the Authority 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.
SECTION 7. This Resolution shall take effect from and after its adoption and approval.
PASSED, APPROVED AND ADOPTED by the City Council of the City of Temple City, State of
California, on this 21st day of June, 2005.
ATTEST:
City Cl
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Resolution No. 05 -4354
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I, hereby certify that the foregoing resolution, Resolution No. 05 -4354, was duly passed, approved
and adopted by the City Council of the City of Temple City at a regular meeting held on the 21st day of June,
2005 by the following vote:
AYES: Councilmember - Gillanders, Wilson, Wong, Capra, Arrighi
NOES: Councilmember -None
ABSENT: Councilmember -None
ABSTAIN: Councilmember -None
APPROVED AS TO FORM:
SELLER'S COUNSEL
By:
Charles R.
actin, City orney
Dated: s...1,[,(vie I, 2005