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HomeMy WebLinkAboutRDA Res 82-02 1982-02-25 /- I . i'- I I . RESOLUTION NUMBER 82-2 A RESOLUTION OF THE REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH SELLING $18,200,000.00 PRINCIPAL AMOUNT OF REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH RESIDENTIAL MORTGAGE REVENUE BONDS ISSUE OF 1982 AND AUTHORIZING THE EXECUTION OF AND APPROVING THE RESOLUTION, BOND PURCHASE AGREEMENT, ORIGINATION AND SERVICING AGREEMENT, DEVELOPER AGREEMENT, RULES AND REGULATIONS, LETTER OF CREDIT AGREEMENT, DRAFT OFFICIAL STATEMENT AND RELATED DOCUMENTS, AND CERTAIN ACTIONS WITH RESPECT THERETO WHEREAS, the Redevelopment Agency of the City of Seal Beach (the "Agency") proposes to issue its Redevelopment Agency of the City of Seal Beach Residential Mortgage Revenue Bonds, Issue of 1982 (the "Bonds") in the aggregate principal amount of $18,200,000.00, under and pursuant to the Resolution (the "Resolution"), dated as of February 25, 1982, by and between the Agency and Security Pacific National Bank as trustee (the "Trustee")1 and WHEREAS, Miller & Schroeder Municipals, Inc., and First Interstate Bank of California (the "Underwriters") have submitted to the Agency an offer to purchase the Bonds, and it is desirable that the Bonds be sold at this time1 NOW, THEREFORE, The Redevelopment Agency of the City of Seal Beach hereby resolves as follows: Section 1. Resolution. The Resolution, in substantially the form submitted to the Agency at this meeting together with any additions thereto or changes therein deemed necessary or advisable by Jones Hall Hill & ~fuite, a Professional Law Corporation, as bond counsel to the Agency, is hereby approved. The Chairman of the Agency is hereby authorized and directed to execute and the Secretary of the Ag~ncy is hereby authorized and directed to execute and affix the seal of the Agency to said Resolution for and in the name and on behalf of the Agency. Section 1.:. Bond Purchase Cnnt-r"..+' The Bond Purchase Contract, dated February 25 , 1982, (the "Bond Purchase Contract"), submitted to the Agency by the Underwriters for the purchase of the Bonds is hereby accepted, and the Chairman and Secretary of the Agency are hereby authorized and directed to execute, attest and deliver said Bond Purchase Agreement, for and in the name and on behalf of the Agency. Section ~ Delivery of Bonds. The Chairman and Secretary of the Agency are each hereby authorized and directed to execute, and the Trustee is authorized and directed to execute and deliver, the Bonds to the Underwriters in accordance with the Bond Purchase Agreement and the Resolution. . I . I : I I . Section ~ Origination and Servicing Agreement. The Origination and Servicing Agreement with First Interstate Bank of California, is hereby approved, and the Executive Director is hereby authorized to execute and deliver said Origination and Servicing Agreement on behalf of the Agency and to affix the corporate seal of the Agency thereto in substantially the form presented to this meeting or with such changes as may be approved by Jones Hall Hill & White, a Professional Law Corporation, bond counsel to the Agency, which form of Agreement is hereby in all respects approved and incorporated by reference and made a part hereof. Section 5. Developer Agreement. That certain agreement, entitled "Developer Agreement" and dated as of February 1 , 1982, by and between the Agency, First Intersta~e Bank of California as qualified originator/servicer, and Riverbeach Associates, in substantially the form presented to the Agency at this meeting together with any additions thereto or changes therein deemed necessary or advisable by Jones Hall Hill & White, a Professional Law Corporation, as bond counsel to the Agency, is hereby approved. The Executive Director of the Agency is hereby authorized and directed to execute and the Secretary of the Agency is hereby authorized and directed to attest and affix the seal of the Agency to said agreement for and in the name and on behalf of the Agency. Section 6. Rules and Regulations. The Rules and Regulations of the Redevelopment Agency of the City of Seal Beach Relating to its Residential Construction Financing Program (SB 99) are hereby approved and adopted. Section 7. Letter of Credit Agreement. The Letter of Credit Agreemen~with Firs~Interstate Bank of California is hereby approved, and the Executive Director is hereby authorized to execute said Letter of Credit Agreement on behalf of the Agency and to affix the corporate seal of the Agency thereto, in substantially the form presented to this meeting or with such changes as may be approved by the officer of the Agency executing the same, his execution thereof to constitute conclusive evidence of his approval of all changes from the form of Agreement presented to this meeting, which form of Agreement is hereby in all respects approved and incorporated by reference and made a part hereof. Section 8. Draft Official Statement. The draft Official Statement, date~February 1 , 1982, in substantially the form submitted to this meeting by the Underwriters, is hereby approved, and the Chairman of the Agency is hereby authorized and directed to execute said Official Statement, for and in the name and on behalf of the Agency, and to approve any additions to or changes in the -2- - I . r- I . . . form of said Official Statement as he or the Secretary of the Agency may deem necessary or advisable, such approval to be conclusively evidenced by his execution of said Official Statement as so added to or changed. The Underwriters, as purchasers of the Bonds, are hereby authorized to distribute copies of said Official Statement (as so added to or chang~d) in connection with their reoffering and resale of the Bonds. Distribution heretofore by the Underwriters of the Preliminary Official Statement relating to the Bonds is hereby approved, confirmed and ratified. Section ~ Other Actions. 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 Treasurer 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 and 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 and Section 2.06 of the Resolution, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with the Bond Purchase Agreement, the Resolution and this resolution. Section 10. This Resolution shall take effect from and after its adoption: PASSED, APPROVED AND ADOPTED BY THE REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH, CALIFORNIA, THIS 25th day of February, 1982, by the following v t : AYES: the Clty Membe NOES: ABSENT: ATTEST: a:r:y, Redevelopmen e City of Seal Beac -3- - I . ~ I i , I I . , STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF SEAL BEACH ) ~ I, V~. , Secretary to The ' Redevelopment Agency of the C1 y of Seal Beach, California, DO HEREBY CERTIFY that the above and foregoing is a full, true and correct copy 'of Resolution No. 82-2 and that the same has not been amended or repealed. D.te<l.---.~~d() , 1982 -4- . I . i'l : I I . 7211-136 JHHW:PNL:nct 12/11/81 :ea 01/12/82 :ea 01/15/82 :ea 01/20/82 :ea 01/29/82 :ea 02/02/82 :ea 02/24/82 :ea 02/25/82 :ea 03/09/82 :ea 03/10/82 REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH CALIFORNIA RESOLUTION NO. 82-3 RESOLUTION AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE BONDS OF THE REDEVELOPMENT AGENCY OF THE CITY OF SEAL BEACH, ISSUE OF 1982 Adopted February 25, 1982 - I . r I . Section Section Section 1.01. 1.02. 1.03. Section 2.01. Section 2.02. Section 2.03. Section 2.04. Section 2.05. Section 2.lli. Section 2.07. Section 2.08. Section 2.09. Section 2.10. Section 2.11. Section 3.01. Section 3.02. Section 3.03. Section 3.04. Section 3.05. Section 3.ai. TABLE OF CONTENTS This Table of Contents is for convenience of reference only and is not a part of the Resolution Page ARTICLE I DETERMINATIONS AND DEFINITIONS Authority and Purpose Contract with Trustee Definitions. . . . . 2 2 4 . . . . . . . . and Bondholders ~ ARTICLE II ISSUANCE OF BONDS Authorized Amount of Bonds. I ssuance of Bond s Execution . . . . Authentication. . . . . Form of Bonds . . . . . De 1 ivery of Bonds. . . Mutilated, Lost, Stolen or Destroyed Bonds . . . . . . . . 11 11 12 12 12 19 21 21 22 22 22 . . . . . . . . . . . . . Registration of Bonds; Persons Treated as Owners. De struct i on of Bond s. . . . . Application of Bond Proceeds. Temporary Bonds. . . . . . . . . . ART! CLE II I REDEMPTION OF BONDS BEFORE MATURITY Redemption Dates and Prices Sinking Funds. . . . . . . Notice of Redemption. . . . Redemption Payments . . . . Cancellation. . . . . . . . Partial Redemption of Bonds 24 26 27 27 28 28 i. Section 4.0l. Section 4.02. Section 4.03. Section 4.0:1. Section 4.05. Sect ion 4. (J) . Section 4.07. Section 4.00. Section 4.09 Section 4.10 Section 4.11. Section 5.01. Section 5.02. Section 5.03. Section 5.0:1. Section 5.05. Sect ion 5. (J) . Section 5.07. Section 5.00. Section 5.00. Section 5.10. Section 5.11. Sect i on 5.12. Section 5.13. Section 5.14. Section 5.15. Section 5.16. ARTICLE IV GENERAL COVENANTS Payment of Principal and Interest Performance of Covenants by Agency. Instruments of Further Assurance. . Recording and Filing. . . . . . . . Rights Under Agreement. . . . . . . . . . . Possession and Inspection of Mortgage Notes List of Bondholders. . . . . . . . . . . . . . Consent to Amendment of Terms and Conditions of a Mortgage Loan and Release of Property From the Lien of a Mortgage. . . . . . . . . . . . . . Maintenance of Hazard Insurance Policy. '. . . . Maintenance of Special Hazard Insurance Policy. Performance of Repayment Obligations. . . . . . ARTICLE V REVENUES AND FUNDS Source of Payment of Bonds. . . . . . . . . Creation of Funds and Accounts. . . . . . . Use of Moneys in the Bond Fund. . . . . . . Use of Moneys in the Mortgage Reserve Fund. Use of Moneys in the Debt Service Reserve Fund. Use of Moneys in the Mortgage Loan Account . . Use of Moneys in the Issuance Expense Account Use of Moneys in the Principal Account and Principal Prepayment Subaccount. . . . . Use of Moneys in the General Account. . . . Use of Moneys in the Accumulation Reserve Subaccount. . . . . . . . . . . . . . . Use of Moneys in the Receipts Account. . Nonpresentment of Bonds . . . . . . . ... Moneys to be Held in Trust. . . . . . . Amounts Remaining in Funds and Accounts Reports from Trustee. . . . . Certain Verifications. . . . . . . . . ARTICLE VI INVESTMENT OF MONEYS . . . . . . . . . . . . . . . . . . . . . . . . . . . . ii. Page 29 29 29 30 30 30 30 ~ 31 31 31 32 32 32 32 33 33 35 35 36 37 38 38 38 38 39 39 40 - I . '\ I . - I . I'i : I I . Section 8.01. Section 8.02. Section 8.03. Section 8.04. Section 8.05. Section 8.06. Section 8.07. Section 8.08. Section 8.00. Section 9.0l. Section 9.02. Section 9.03. Section 9.04. Section 9.05. Section 9.0;. Section 9.07. Section 9.CB. Section 9.09. Section 10.Ol. Section 10.02. Section 10.03. ARTICLE VII DISCHARGE OF RESOLUTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . ARTICLE V I II DEFAULT PROVISIONS AND REMEDIES OF TRUSTEE AND BONDHOLDERS Defaults; Events of Default. . . . . . . . Remedies; Rights of Bondholders. . . . . . Right of Bondholders to Direct Proceedings. Application of Moneys. . . . . .. . Remedies Vested in Trustee. . . . . . . Rights and Remedies of Bondholders. . . . Termination of Proceedings. . . . . . . . Waivers of Event of Default . . . . . . . Notice of Defaults under Section 8.0l(c); Opportunity of Agency and the Originator/Servicer to Cure Such Defaults. . . . . . . . . . . . . ART! CLE IX THE LETTER OF CREDIT General. . . . . . . . . . . . . . . . . . . . . . . Authority to Execute the Letter of Credit Agreement. Drawings under Letter of Credit Application of Drawings. . . . . . . Repayment of Drawings. . . . . . . . Surrender of Letter of Credit. . . . Bank Consent Required to Certain Acts Books and Accounts. . . . . . . . . Sale of Mortgage Loans Pursuant to Letter of Credit Agreement. ART! CLE X TRUSTEE Acceptance of Trustee . . . . . . . . Fees, Charges and Expenses of Trustee Notice to Bonders if Default Occurs. iii. Page 42 45 45 46 46 47 47 48 48 49 50 50 50 51 51 51 51 51 51 53 55 55 Section 10.04. Section 10.05. Sec ti on 10.06. Sect i on 10.07. Section 10.08. Sec ti on 10.09. Section 10.10. Intervention by Trustee Successor Trustee . . . Resignation of Trustee. Removal of Trustee. . .. .... . Appointment of Successor Trustee by the Bondholders; Temporary Trustee. Concerning any Successor Trustee. Appointment of Co-Trustee. . . . 56 56 56 56 56 57 57 ARTICLE XI SUPPLEMENTAL RESOLUTIONS Section 11.01. Supplemental Resolutions Not Requiring Consent of Bondholders . . . . . . . . . Section 11.02. Supplemental Resolutions Requiring Consent of Bondholders . . . . . . . . . . . . . . 59 59 ARTICLE XII AMENDMENT OF AGREEMENT Section 12.01. Amendments, etc., to Agreement Not Requiring Consent of Bondholders . Section 12.02. Amendments, etc., to Agreement Requiring Consent of Bondholders . . . . . . . . . Section 13.01. Section 13.02. Section 13.03. Sect i on 13.04. Section 13.05. Section 13.ai. Section 13.07. Section 13.08. 62 62 ARTICLE XIII MISCELLANEOUS Consents, etc., of Bondholders. . . . . . . . . . . . Limitation of Rights. . . . . . . . . Severability. . . . . . . . . . . . . Notices. . . . . . . . . . . . . . . . Payments Due on Sundays and Holidays. Counterparts. . . . . . . . . . . . . Applicable Provisions of Law, Members of Agency Not Liable Captions. . . . . . . . . . . . . . . 63 63 63 63 64 64 64 64 iv. - I . I .