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HomeMy WebLinkAboutReso 2004-165 - Acquisition Agreement J . . "'.- CITY COUNCIL OF THE CITY OF REDDING RESOLUTION NO. 2004-165 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING APPROVING THE FORMS OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF AN AMENDMENT OF ACQUISITION AGREEMENT AND QIDTCLAIM DEED AND AN AMENDMENT OF FACILITIES LEASE IN ORDER TO RELEASE ClERT AIN PROPERTY RELATING TO THE REDDING JOINT POWERS FINANCING AUTHORITY LEASE REVENUE BONDS (2003 CAPITAL PROJECfS); MAKING CERTAIN FINDINGS IN CONNECTION THEREWITH AND AUTHORIZING RELATED ACTIONS WHEREAS, Article 1 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California authorizes and empowers local agencies to form a joint powers authority, and Article 4 of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California authorizes and empowers such an authority to issue bonds for the purpose of financing public capital improvements, working capital, liability and other insurance needs, or projects whenever there are significant public benefits, as determined by the local agency; and WHEREAS, the City of Redding (the "City") and the Housing Authority of the City of Redding have created and established, pursuant to the laws of the State of California, the Redding Joint Powers Financing Authority (the "Authority") for the purpose of, among other things, issuing bonds to fmance public capital improvements, including, but not limited to, general municipal improvements; and WHEREAS, in order to achieve such public purpose, the City approved the Authority's issuance of not to exceed $14,000,000 aggregate principal amount of the Redding Joint Powers Financing Authority Lease Revenue Bonds (2003 Capital Projects), including 2003 Series A Bonds in an aggregate principal amount not to exceed $11,100,000 and 2003 Series B (Taxable) Bonds in an aggregate principal amount not to exceed $2,900,000 (the "Bonds"); and WHEREAS, in connection with the issuance of the Bonds the City authorized the execution and delivery of (i) an Acquisition Agreement, dated as of January 1,2003, by and between the City and the Authority (the "Acquisition Agreement"), pursuant to which the City sold to the -1- o ,.c.. )-. b J" . . :.... Authority certain interests in real property, including the City's police building, certain public safety communications facilities and the Redding Plunge (the "2003 Property"), as more completely described in the Acquisition Agreement; and (ii) a Facilities Lease, dated as of January 1,2003, by and between the City and the Authority (the "Facilities Lease"), pursuant to which the Authority leased back to the City the 2003 Property; WHEREAS, the City has determined that the description of the 2003 Property inadvertently included a certain parcel of real property (the "Parcel to be Released") that was not intended to be sold and leased pursuant to the Acquisition Agreement and the Facilities Lease and the City now desires to correct the description of the 2003 Property contained in the Acquisition Agreement and Facilities Lease in order to remove the Parcel to be Released; WHEREAS, there has been presented to this meeting proposed forms of (i) an Amendment of Acquisition Agreement and Quitclaim Deed by and between the City and the Authority (the "Amendment of Acquisition Agreement and Quitclaim Deed"), and (ii) an Amendment of Facilities Lease by and between the City and the Authority (the "Amendment of Facilities Lease") which, when duly executed, delivered and recorded, shall remove encumbrances upon the Parcel to be Released and any interest therein under the Acquisition Agreement or the Facilities Lease; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Redding as follows: Section 1. The City Council hereby fmds and determines that the foregoing preambles are true and correct. The City Council further finds and determines that the execution and delivery of the Amendment of Acquisition Agreement and Quitclaim Deed and the Amendment of Facilities Lease and the recording of the Quitclaim Deed shall not materially adversely affect the owners of the Bonds in that (i) the Parcel to be Released was inadvertently encumbered in connection with the issuance of the Bonds and was not intended to be part of the consideration between the City and the Authority under either the Acquisition Agreement or the Facilities Lease and is not required to fully obligate the City to make all required payments of rental and otherwise perform all of its obligations under the Facilities Lease, and (ii) after the execution and delivery of the Amendment of Acquisition Agreement and Quitclaim Deed and the Amendment of Facilities Lease and the recording of the Quitclaim Deed, the City acknowledges, confirms and agrees that it shall continue to be fully obligated to make all payments of Base Rental, Additional Rental and all other amounts due and payable pursuant to the Facilities Lease without any reduction, off-set or other adjustment. -2- . . '1 , Section 2. The Amendment of Acquisition Agreement and Quitclaim Deed, in substantially the form on file with the City Clerk and incorporated by reference as if fully set forth herein, is hereby approved. The Mayor, City Manager, Assistant City Manager or Deputy City Manager (each, an "Authorized City Representative") are hereby authorized to execute, and the City Clerk is hereby authorized to attest and deliver, the Amendment of Acquisition Agreement and Quitclaim Deed in substantially said form with such changes therein as shall be approved by the City Attorney and such Authorized City Representative executing the same, with such execution to constitute conclusive evidence of such Authorized City Representative's approval and the City's approval of any changes or revisions therein from the form of such agreement now on file with the City Clerk. Section 3. The Amendment of Facilities Lease, in substantially the form on file with the City Clerk and incorporated by reference as if fully set forth herein, is hereby approved. Any Authorized City Representative is hereby authorized to execute, and the City Clerk is hereby authorized to attest and deliver, the Amendment of Facilities Lease in substantially said form with such changes therein as shall be approved by the City Attorney and such Authorized City Representative executing the same, with such execution to constitute conclusive evidence of such Authorized City Representative's approval and the City's approval of any changes or revisions therein from the form of such lease amendment now on file with the City Clerk. Section 4. The officers, employees and agents of the City are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, certificates and other instruments which they may deem necessary or advisable (including, without limitation, recording the Quitclaim Deed) in order to consummate the execution and delivery of the Amendment of Acquisition Agreement and Quitclaim Deed and the Amendment of Facilities Lease, and the procurement of a policy of title insurance, if appropriate or deemed by any of them to be desirable, all as authorized herein, and otherwise to carry out, give effect to and comply with the terms and intent of this resolution and the documents herein approved and authorized to be executed. Section 5. This resolution shall take effect immediately upon its adoption. I HEREBY CERTIFY that the foregoing Resolution was introduced and read at a regular meeting of the City Council of the City of Redding on the 5th day of October, 2004, and was duly adopted at said meeting by the following vote: -3- . ,) AYES: NOES: ABSENT: ABSTAIN: COUNCIL MEMBERS: COUNCIL MEMBERS: COUNCIL MEMBERS: COUNCIL MEMBERS: \ , I I . , J)) ;.1 ,I _. J.lj ATTEST: ;;}. ii, . r' , " ,... j " ~ 'S.) So .. .I' ..... .#.-", ~... ~~~"':~.J -'-' / ) '~,.,J...,:;"- I)!lt:; ". . '!j':I - .. ~ J -, f ' r 'I . ~. :... "' ,..,\ "', . Cibula, Kight, Mathena, StegaU, and Pohlmeyer None None Mayor FORM APPROVAL: -4-