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HomeMy WebLinkAboutCC AG PKT 2002-08-12 #M (2) Facilities Amount and the Administrative Fees and Expenses (as defined below) from the date of prepayment until the redemption date for the Outstanding Bonds to be redeemed with the prepayment. 11. Add the amounts computed pursuant to paragraphs 8 and 9 and subtract the amount computed pursuant to paragraph 10 (the "Defeasance Amount "). 12. Verify the administrative fees and expenses of CFD No. 2002 -1, including the costs of computation of the prepayment, the costs to invest the prepayment proceeds, the costs of redeeming Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the "Administrative Fees and Expenses "). 13. If reserve funds for the Outstanding Bonds, if any, are at or above 100% of the reserve requirement (as defined in the Indenture) on the prepayment date, a reserve fund credit shall be calculated as a reduction in the applicable reserve fund for the Outstanding Bonds to be redeemed pursuant to the prepayment (the "Reserve Fund Credit'). No Reserve Fund Credit shall be granted if reserve funds are below 100% of the reserve requirement. 14. If any capitalized interest for the Outstanding Bonds will not have been expended at the time of the first interest and/or principal payment following the current Fiscal Year, a capitalized interest credit shall be calculated by multiplying the larger quotient computed pursuant to paragraph 3(a) or 3(b) by the expected balance in the capitalized interest fund after such first interest and/or principal payment (the "Capitalized Interest Credit "). 15. The Special Tax prepayment is equal to the sum of the amounts computed pursuant to paragraphs 4, 5, 7, 11 and 12, less the amounts computed pursuant to paragraphs 13 and 14 (the "Prepayment Amount "). 16. From the Prepayment Amount, the amounts computed pursuant to paragraphs 4, 5, 11, 13 and 14 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Outstanding Bonds or make debt service payments. The amount computed pursuant to paragraph 7 shall be deposited into the construction fund. The amount computed pursuant to paragraph 12 shall be retained by CFD No. 2002 -1. The Prepayment Amount may be sufficient to redeem other than a $5,000 increment of Bonds. In such cases, the increment above $5,000 or integral multiple thereof will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of bonds or to make debt service payments. As a result of the payment of the current Fiscal Year's Special Tax levy as determined under paragraph 9 (above), the CFD Administrator shall remove the current Fiscal Year's Special Tax levy for such Assessor's Parcel from the County tax rolls. With respect to any Assessor's Parcel that is prepaid, the Council shall cause a suitable notice to be recorded in compliance with the Act, to indicate the prepayment of Special Taxes and the release of the Special Tax lien on such Assessor's Parcel, and the obligation of such Assessor's Parcel to pay the Special Tax shall cease. City of Seal Beach August 8, 2002 CFD No. 2002 -1 (Heron Pointe) Page 10 Notwithstanding the foregoing, no Special Tax prepayment shall be allowed unless the amount of Assigned Special Taxes that may be levied on Taxable Property within CFD No. 2002 -1 both prior to and after the proposed prepayment is at least 1.1 times the maximum annual debt service on all Outstanding Bonds. 2. Prepayment in Part The Special Tax on an Assessor's Parcel of Developed Property or an Assessor's Parcel of Undeveloped Property for which a building permit has been issued may be partially prepaid. The amount of the prepayment shall be calculated as in Section H.1; except that a partial prepayment shall be calculated according to the following formula: PP = These terms have the following meaning: PP = the partial prepayment PE = the Prepayment Amount calculated according to Section H.1 F = the percentage by which the owner of the Assessor's Parcel(s) is partially prepaying the Special Tax. The owner of any Assessor's Parcel who desires such prepayment shall notify the CFD Administrator of such owner's intent to partially prepay the Special Tax and the percentage by which the Special Tax shall be prepaid. The CFD Administrator shall provide the owner with a statement of the amount required for the partial prepayment of the Special Tax for an Assessor's Parcel within thirty (30) days of the request and may charge a reasonable fee for providing this service. With respect to any Assessor's Parcel that is partially prepaid, the City shall (i) distribute the funds remitted to it according to Section H.1, and (ii) indicate in the records of CFD No. 2002 -1 that there has been a partial prepayment of the Special Tax and that a portion of the Special Tax with respect to such Assessor's Parcel, equal to the outstanding percentage (1.00 - F) of the remaining Maximum Special Tax, shall continue to be levied on such Assessor's Parcel pursuant to Section D. TERM OF SPECIAL TAX The Special Tax shall be levied for the period necessary to fully satisfy the Special Tax Requirement, but in no event shall it be levied after Fiscal Year 2042 -43. K: \Clients2 \Seal Beach \mello\cfd2002- 1\rma\sbRMA6.doc City of Seal Beach August 8, 2002 CFD No. 2002 -1 (Heron Pointe) Page 11 Attachment 4 �a 75 / 5 2 g °/°'°Z. RESOLUTION NO. ESOLUTION OF INTENTION OF THE CITY COUNCIL OF THE CITY OF SEAL BEACH _ _ ____ --- _ -- - -- - - - TO INCUR BONDED INDEBTEDNESS WITHIN PROPOSED CITY OF SEAL BEACH COMMUNITY FACILITIES DISTRICT NO. 2002-01 (HERON POINTE) RECITALS: WHEREAS, the CITY COUNCIL (the "City Council ") of the CITY OF SEAL BEACH, (the "City ") has heretofore adopted Resolution No. (the "Resolution of Intention "), stating the City Council's intention to form City of Seal Beach Community Facilities District No. 2002- 01(Heron Ranch) (the "District ") pursuant to the Mello -Roos Community Facilities Act of 1982, as amended, commencing with Section 53311 of the California Government Code (the "Act "), to finance facilities to serve the District, including incidental expenses, as further provided in the Resolution of Intention (the "Facilities "); and WHEREAS, the City Council estimates that the amount required to finance the Facilities is $5,000,000; and WHEREAS, in order to finance the Facilities it is necessary to incur bonded indebtedness on behalf of the District in an amount not to exceed $5,000,000, the repayment of which is to be secured by special taxes levied in accordance with Section 53340 et se q. of the Act on all non- exempt property within the District. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. Bonded Indebtedness. It is necessary to incur bonded indebtedness within the boundaries of the proposed District in an amount not to exceed $5,000,000 to finance the costs of the Facilities for the District. Section 2. Purpose. The bonded indebtedness will be incurred for the purpose of financing the costs of designing, constructing, and acquiring the Facilities, including, but not limited to, the financing of the costs associated with the issuance of the bonds and all other costs necessary to finance the Facilities which are permitted to be financed pursuant to the Act. Section 3. Terms. It is the intent of the City Council, acting as the legislative body of the District, to authorize the issuance and sale of one or more series of bonds in the maximum aggregate principal amount of $5,000,000 at a maximum interest rate of 12 percent per annum or such rate not in excess of the maximum rate permitted by law at the time the bonds are issued. The term of the bonds of each series shall be determined pursuant to a resolution of the City Council authorizing the issuance of such series, but such term shall in no event exceed 31 years from the date of issuance of such series of bonds or such longer term as is then permitted by law. Section 4. Hearing. A public hearing (the "Hearing ") on the proposed debt issue shall be held September 23, 2002 at 7:00 p.m., or as soon thereafter as practicable, at the chambers of the 57296 \1085 \678968.1 1 City Council of the City of Seal Beach, 211 Eighth Street, Seal Beach, California 90740. Any interested persons, including all persons owning land or registered to vote within the proposed District, may appear and be heard at the Hearing. Section 5. Voting. The proposition to incur bonded indebtedness in the maximum aggregate principal amount of $5,000,000 shall be submitted to the qualified electors of the District at a special election. Ballots shall be distributed to the qualified electors by mail with return postage prepaid or by personal service. Section 6. Published Notice. The City Clerk is hereby directed to publish a notice ( "Notice ") of the Hearing and the special bond election pursuant to Section 6061 of the Government Code in a newspaper of general circulation circulated within the proposed District. Such Notice shall be substantially in the form specified in Section 53346 of the Act. The publication of the Notice shall be completed at least 7 days before the date herein set for the Hearing. Section 7. Mailed Notice. The City Clerk is hereby directed to send a copy of the Notice of the Hearing by first -class mail, postage prepaid, to each registered voter and to each landowner within the proposed District as shown on the last equalized assessment roll. Mailing of the Notice shall be completed at least 15 days prior to the date of the Hearing. PASSED, APPROVED AND ADOPTED this 12th day of August, 2002. Mayor ATTEST: City Clerk S7296 \1085 \678968.1 2 Attachment 5 Attachment 6 JONES HALL, A PROFESSIONAL LAW CORPORATION AGREEMENT FOR LEGAL SERVICES (Disclosure Counsel) THIS AGREEMENT FOR LEGAL SERVICES is made and entered into as of August 12, 2002, by and between the CITY OF SEAL BEACH (the "City "), and JONES HALL, A PROFESSIONAL LAW CORPORATION, San Francisco, California ( "Attorneys ") and when fully executed, creates an attorney -client relationship. WHEREAS, the City proposes financing acquisition and construction of public facilities (such as storm drain, water and sewer facilities, roadways, dry utilities, parks and access ways) serving the property within the City's Community Facilities District No. 2002 -01 (Hellman Ranch) ( the "District ") through the issuance of special tax bonds (the "Bonds "); and WHEREAS, the City has determined that Attorneys are specially trained and experienced to provide services as Disclosure Counsel in connection with the sale of the Bonds and Attorneys are willing to provide such services; and WHEREAS, the public interest, economy and general welfare will be served by this Agreement for Legal Services. NOW THEREFORE, IT IS HEREBY AGREED, as follows: 1. Duties of Attorneys. Attorneys shall provide legal services in connection with the preparation of the Official Statement to be used in connection with the offering and sale of the Bonds. Such services shall include the following: a. Review all proceedings and documentation related to and required in connection with the authorization, sale and issuance of the Bonds; b. Prepare the Official Statement (both preliminary and final) or other disclosure documents in connection with the offering of the Bonds; c. Confer and consult with the officers and administrative staff of the City, the property owners in the District, and others as to matters relating to the Official Statement; • d. Attend financing team meetings at which the Official Statement is to be discussed, as deemed necessary by Attorneys for the proper exercise of their due diligence with respect to the Official Statement, and when specifically requested by the City to attend; 1 e. On behalf of the City, prepare the bond purchase contract pursuant to which the Bonds will be sold to the underwriter, and continuing disclosure certificates of the City and the property owner in the District to assist the underwriter with complying with the provisions of SEC Rule 15c2 -12; and f. Subject to the completion of proceedings to the satisfaction of Attorneys, provide a letter of Attorneys addressed to the underwriter and the City that, although Attorneys have not undertaken to determine independently or assume any responsibility for the accuracy, completeness or fairness of the statements contained in the Official Statement, in the course of Attorneys' participation in the preparation of the Official Statement, Attorneys have been in contact with representatives of the City and others, concerning the contents of the Official Statement and related matters and, based upon the foregoing, nothing has come to Attorneys' attention to lead Attorneys to believe that the Official Statement (except for any financial or statistical data or forecasts, numbers, charts, estimates, assumptions or expressions of opinion included therein, and information relating to The Depository Trust Company and its book -entry system, as to which Attorneys need express no view) as of the date of the Official Statement or the date of issuance of the Bonds (the "Closing") contains any untrue statement of a material fact or omits to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. 2. Compensation. For the services set forth under Section 1, Attorneys shall be paid compensation in the amount of $40,000. Attorneys shall also be entitled to reimbursement for out-of-pocket expenses related to the services described in Section 1, except for travel expenses outside the State of California, if required by the City, subject to a maximum of $2,000. Payment of Attorneys' fee shall be entirely contingent upon and shall be due and payable upon the delivery of the Bonds, and shall be payable solely from the proceeds of the Bonds and from no other funds of the City. 3. Exceptions. Attorneys' services pursuant to this Agreement shall not include the following: a. Bond Opinion. Providing a legal opinion approving the legality of the proceedings relating to the Bonds or regarding the exemption of interest thereon from taxation; b. Litigation. Any services rendered in any litigation involving the City or the financing proceedings relating to the Bonds; and c. Securities. On -going advice and preparation of necessary documentation . in respect of reporting requirements of the Securities and Exchange Commission. If the City requests Attorneys to render any of these services for and on behalf of the City, Attorneys' compensation shall be on the basis of reasonable fees to be agreed upon by the City and Attorneys. 2 4. Advice and Counsel. It is understood that neither the Attorneys nor any individual representing the Attorneys possesses any authority with respect to any decision of the City or any City official beyond the rendition of information, advice, recommendation or counsel. 5. Conflict of Interest. Attorneys certify that no member, officer or employee of Attorneys is an officer or employee of the City except to the extent permitted by law. 6. Termination of Agreement. This Agreement for Legal Services may be terminated at any time by the City, with or without cause, upon thirty days' written notice to Attorneys at any time before the Closing. In the event of such termination, all finished and unfinished documents shall, at the option of the City, become its property and shall be delivered by Attorneys. Unless previously terminated, the relationship between the Attorneys and the City created by this Agreement shall terminate upon the Closing. Questions about the Bonds or the special taxes that may arise after Closing may be addressed to the Attorneys and handled on a case by case basis, with fees, if any, to be determined as appropriate at that time. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by the respective officers thereunto duly authorized as of the day and year first above written. APPROVED: CITY OF SEAL BEACH: City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 3 JONES HALL, A PROFESSIONAL LAW CORPORATION 4