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1985-03 RESOLUTION NO. CRA-85-03 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF GRAND TERRACE, CALIFORNIA, AUTHORIZING THE ISSUANCE AND SALE OF NOT TO EXCEED $30, 000, 000 PRINCIPAL AMOUNT OF COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF GRAND TERRACE MULTIFAMILY HOUSING REVENUE BONDS (MT. VERNON VILLAS PROJECT) 1985 SERIES A, APPROVING RELATED DOCUMENTS AND AUTHORIZING OFFICIAL ACTION WHEREAS, the Community Redevelopment Agency of the City of Grand Terrace, California (the "Agency") is authorized by Chapter 8 (commencing with Section 33750) of Part 1 of Division 24 of the Health and Safety Code of the State of California to issue and sell revenue bonds for the purpose of providing financing through qualified mortgage lenders for the construction of a 542-unit multifamily rental housing development (the "Project") within the City of Grand Terrace (the "City") ; and WHEREAS, the Agency proposes to issue its Community Redevelopment Agency of the City of Grand Terrace Multifamily Housing Revenue Bonds (Mt. Vernon Villas Project) 1985 Series A in the aggregate principal amount of not to exceed $30, 000, 000 (the "Bonds") , under and pursuant to an Indenture of Trust (the "Indenture") dated as of December 1, 1985, between the Agency and Seattle-First National Bank as trustee (the "Trustee") ;. and WHEREAS, Smith Barney, Harris Upham & Co. Inc. (the "Purchaser") has submitted an offer to purchase the Bonds; and WHEREAS, it . is appropriate at this time for the Agency to authorize the issuance and award the sale of the Bonds and approve and authorize the execution of the -Indenture and other financing documents relating to the Bonds. NOW, THEREFORE, BE IT RESOLVED by the Community Redevelopment Agency of the City of Grand Terrace, as follows: SECTION 1. Sale of Bonds. The Bonds are hereby awarded to the Purchaser, pursuant to and in accordance with the terms of that certain agreement, entitled "Bond Purchase Agreement" by and between the Agency and the Purchaser. The Bond Purchase Agreement, in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director of the Agency (the "Executive Director") upon the advice of Nazarek, Harper, Hopkins & McFarlin, as 1. bond counsel to the Agency ("Bond Counsel") is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said agreement for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Bond Purchase Agreement by the Agency. SECTION 2 . Indenture. The Indenture, dated as of December 1, 1985, from the Agency to the Trustee in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director upon the advice of Bond Counsel, is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute the Indenture, as amended, for -and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Indenture by the Agency. SECTION 3 . Loan Aareement. That certain agreement, entitled "Loan Agreement" and dated as of December 1, 1985, by and between the City and F. C. Grand Terrace, a California Limited Partnership (the "Developer") in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director upon the advice of Bond Counsel, is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said agreement, as amended, for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Loan Agreement by the Agency. SECTION 4. Reaulatory Aareement. That certain agreement, entitled "Regulatory Agreement" (the "Regulatory Agreement") and dated as of December 1, 1985, by and between the .Agency, the Trustee and the Developer in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director upon the advice of Bond Counsel is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said agreement, as amended, for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Regulatory Agreement by the Agency. 2 . SECTION 5. Administration Aareement. That certain agreement, entitled "Administration Agreement" and dated as of December 1, 1985, by and between the Agency, the Developer and M.F. Whipple & Co. , Inc. , (the "Administrator") , in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director upon the advice of Bond Counsel is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said agreement, as amended, for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Administration Agreement by the Agency. SECTION 6. Remarketina Aareement. That certain agreement, entitled "Remarketing Agreement" and dated as of December 1, 1985, by and between the Agency, the Developer and the Purchaser, as Remarketing Agent, in substantially the form presented to the Agency at this meeting, together with any additions thereto or changes therein deemed necessary or advisable by the Executive Director upon the advice of Bond Counsel is hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said agreement, as amended, for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Remarketing Agreement by the Agency. SECTION 7 . Real Estate Securitv Documents. As additional security for repayment of the Developer Loan (as defined in the Loan Agreement) the Developer will execute a Developer Note and Developer Mortgage (as defined in the Indenture) and related documents (the "Real Estate Security Documents") which provide the Agency a beneficial interest in the Site and the Project (as defined in the Indenture) . The Real Estate Security Documents, in such form as shall be approved by the Executive Director upon the advice of Bond Counsel are hereby approved. The appropriate officers of the Agency are hereby authorized and directed to execute said documents indicating the acknowledgement and approval thereof by the Agency, such execution to represent approval of the final form of the Real Estate Security Documents by the Agency. 3 . SECTION 8 . Official Statement. The Purchaser intends to use An Official Statement in connection with the offering and sale of the Bonds. The Executive Director is hereby authorized and directed to review a form of said Official Statement with the assistance of staff and to recommend any changes therein or additions thereto deemed necessary or advisable by the Executive Director. The appropriate officers of the Agency are hereby authorized and directed to execute said Official Statement, incorporating any such changes and additions, for and in the name and on behalf of the Agency, such execution to represent approval of the final form of the Official Statement by the Agency. SECTION 9 . Low and Moderate Units. The Agency hereby finds and declares that not less than 20% of .the total number of units in the Project shall be for occupancy on a priority basis by individuals or families whose adjusted gross income does not exceed 80% of the median adjusted gross income for the area as determined pursuant to Section 8 of the United States Housing Act of 1937. The Agency further finds and determines that federal rent subsidies are unavailable to the Project as of the date of issuance of the Bonds or any subsequent date thereto. SECTION 10. Official Action. All actions heretofore taken by the officers and agents of the Agency with respect to the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the Chairman, the Secretary, the Executive Director, and any and all other officers of the Agency are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions relating to the execution and delivery of any and all certificates, requisitions, agreements and other documents, including but not limited to those described in the Bond Purchase Agreement, which they, or any of them, deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with the Bond Purchase Agreement, the Indenture and this resolution. SECTION 11. Effective Date. This resolution shall take effect from and after its adoption. 4. ADOPTED this 12th day of December, 1985. ATTEST: \ra i Secretary of t Community Chairm v o� the Com unity Redevelopme Agency of the Rede op:hent Agen y of the City of Gr d Terrace City o Grand Terra e I, Ilene Dughman, Secretary of the Community Redevelopment Agency of the City of Grand Terrace, do hereby certify that the foregoing Resolution was introduced and adopted at a regular meeting of the Community Redevelopment Agency of the City of Grand Terrace held on the 12th day of December, 1985, by the following vote: AYES: Members Matteson, Petta, Pfennighausen, Evans; Chairman Grant NOES: None ABSENT: None ABSTAIN: None Secretary APPROVED AS TO FO Agency Counsel 5.