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FA Resolution 2004-002 - -- - RESOLUTION NO. FA 2004-02 - A RESOLUTION OF THE LA QUINT A FINANCING . AUTHORITY AUTHORIZING THE ISSUANCE OF LOCAL AGENCY REVENUE BONDS, 2004 SERIES A, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $100,000,000,' APPROVING THE EXECUTION OF AN INDENTURE OF TRUST, SUPPLEMENTAL LOAN AGREEMENT, PURCHASE CONTRACT, ESCROW DEPOSIT AND TRUST AGREEMENT, OFFICIAL STATEMENT AND. PROVIDING OTHER MATTERS PROPERLY RELATING THERETO WHEREAS, the City of La Quinta (the "City") and the La Quinta Redevelopment Agency (the "Agency") have heretofore entered into a Joint Exercise of Powers Agreement establishing the La Quinta Public Financing Authority (the" Authority") for the purpose of issuing its bonds to be used to provide financing for capital improvements of the City and the Agency, and any other member entities which may be approved by the City and the Agency as members of the Authority; and - WHEREAS, the Authority proposes for such purpose to authorize issuance of bonds pursuant to an Indenture of Trust (the "Indenture"), dated as of May 1, 2004, by and between the Authority and U.S., Bank National Association (the "Trustee") in the maximum principal amount not to exceed $1 00,000,.000 Loca~ Agency Revenue Bonds, 2004 Series A Bonds (the "Series A Bonds"); and WHEREAS, the Bonds, including the Series A Bonds, are to be issued p~rsuant to the Marks-Roos Local Bond Pooling Act of 1985 (the "Act"), constituting Article 4 (commencing with Section 6584) of Chapter 5 of Divisi«;>n 7 of Title 1 of the Governr:-nent Code of the State of California; and WHEREAS, the Authority proposes to sell the Series A Bonds at a negotiated sale t~ Wedbush Morgan Securities (the "Underwriter") pursuant to a Bond Purchase Agreement, (the "Purèhase Contract"); and WHEREAS, the Underwriter has caused to be prepared an Official Statement describing the Series A Bonds (the forms of which are on file with the Secretary); and WHEREAS, the Authority intends to use proceeds from the Series A Bonds - to make a loan to the Agency (the "Loan") pursuant to a Loan Agreement (the "Loan Agreement") to finance certain low- and moderate-income housing projects (the "Project"); and a First Suppl~mental Loan Agreement (the "Supplemental Loan Agreement"); and Re.olutlon No. FA 2004-02 2004 Serie. A Bond. Adopted: June 1. 2004 Page 2 WHEREAS, the Board of Directors of the Authority, with the aid of its Staff, has reviewed the form of the Indenture, dated as of June 1, 2004, the Loan Agreement, dated as of February 3, 2004, the First Supptemental Loan Agreement, dated as of June 1, 2004, the Escrow Deposit And Trust Agreement, dated as of June 1, 2004 and the Continuing Disclosure Agreement, dated as of June 1, 2004 (collectively, the "Financing Documents"); NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the La Quinta Public Financing Authority of the City of La Quinta, California as follows: SECTION 1. Recitals True and Correct. Each of the recitals stated above is true and correct. - SECTION 2. Findings and Determinations. Pursuant to the Act, the Board hereby finds and determines that the issuance of the Series A Bonds will result in savings in effective interest rates, bond underwriting and bond issuance costs, will result in significant employment benefits from timely completion of the Project, and will cause the more efficient delivery of local agency services to residential and commercial development and thereby will result in significant public benefits to the City and the Agency within the contemplation of Sections 6586(a), (c), and (d) of the Act. SECTION 3. Issuance of Series A Bonds. The Board hereby authorizes the issuance of the Series A Bonds in the aggregate principal amounts f1ot to exceed $100,000,000 under the authority of the Act and the Indenture, in substantially the form on file with the Secretary, together with any changes therein or additions thereto deemed advisable by the Executive Director or Assistant Executive Director or Treasurer, whose execution thereof shal~ be conclusive evidence of his consent to such changes or additions. SECTION 4. Execution of Series A Bonds. The Series A Bonds shall be executed on behalf of the Authority by the manual or facsimile signature of the Chairman or Executive Director or Assistant Executive Director or Treasurer of the Authority. SECTION 5. Official Statement. The Authority approves distribution of the Preliminary Official Statement by the Underwriter in connection with the sale of the Series A Bonds, and the Executive Director or Assistant Executive Director or Treasurer of the Authority is authorized to deem each of the Preliminary Official Statement "final," pursuant to Rule 1 5c2-1 2 under the Securities Exchange Act of 1934 (the "Rule"). The form of the final Official Statement shall include such information permitted to be excluded from the Preliminary Official Statement pursuant to the Rule.' The Board hereby approves and authorizes the distribution of . the final Official Statement, by the Underwriter. The Executive Director or Assistant - - -- - - - - -- - ---------- -- Re8Olution No. FA 2004-02 2004 Serle. A Bond. - - , Adopted: June 1, 2004 Page 3 r-- , i - - - . Executive Director or Treasurer is heréby authorized and directed to approve any changes in or additions to the final forms of said Official Statement, whose execution thereof shall be conclusive evidence of approval of any such changes and additions. The final Official Statement shall be executed in the name and on behalf of the Authority by the Executive Director or Assistant Executive Director or Treasurer, who are hereby authorized and directed to execute the final Official Statement on behalf of the Authority. SECTION 6. Executive Director Authorized to Establish Final Terms 01 the' Sale of the Series A Bonds. The Executive Director, based on such advice of Staff as he may deem necessary, is hereby authorized and directed to act on behalf of . the Authority to establish and determine (i) the final principal amount of the Series A Bonds, which shall not exceed $100,000,000, (ii) the final amounts of the various maturities and sinking fund payments of the Series A bonds, (Hi) the final interest rates on the Series A Bonds, which rates shall not exceed eight percent (8%) per annum for any maturity of the Series A Bonds, and (iv) the Underwriter's discount for the purchase of the Series A Bonds, which shall not exceed three quarters of one percent (.75%) of the principal amount of the Series A Bonds. - SECTION 7. MPointment of Trustee and Escrow AQ!!!:!!. U.S. Bank National Association, Los Angeles, California, is hereby appointed as trustee for the Series A Bonds under the Indenture and Fi,scal Agent pursuant to the Documents, as defined below. SECTIONS. Purchase Contract. The proposed form of Purchase Contract by and between the Authority and the Underwriter, on file with the Secretary of the Governing Board and incorporated into this Resolution by reference is hereby approved, provided however, (i) the principal amount of the Bonds does not exceed $100,000,000, preliminary, subject to market conditions; and (ii) the Underwriter's discount, exclusive of original issue discount, does not exceed. 75% preliminary, subject to market conditions, of the principal amount of the Bonds. The Chairman or Executive Director or Assistant Executive Director or Treasurer is hereby authorized and directed, for and in the name and on behalf of the Authority, to purchase the Bonds from the Authority and to accept the offer of the Underwriter to purchase Bonds from the Authority, subject to the terms and conditions of the Purchase Contract, and to execute and deliver the Purchase Contract in substantially said form, with such changes or additions thereto that may hereafter become necessary in the interests of the Authority and which are reviewed and approved by counsel to the Authority, any such additions or changes to be conclusively evidenced by the execution and delivery of said agreements. - . Resolution No. FA 2004-02 2004 Series A Bonds - - - Adopted: June 1. 2004 Page 4 SECTION 9. Filing of CDAC Notice. The Authority hereby approves the filing by Rutan & Tucker, LLP ("Bond Counsel") of a notice of the Authority's intent to sell the Bonds with the California Debt Advisory Commission pursuant to Section 8855 of the California Goverr:¡ment Code. SECTION 10. MProval of Loans. The Authority hereby authorizes and approves the Loan to be made to the Authority' by the Agency from the proceeds of the Bonds. The Loans shall be made pursuant to and in accordance with the terms of the Loan Agreement - and - the First Supplemental Loan Agreement (collectively, the "Loan Documents"). The Authority hereby approves the Loan . Documents in substantially the forms on file with the Secretary together with any additions thereto or changes therein (including but not limited to the principal amounts of the Loans) deemed necessary or advisable by the Executive Director or Assistant Executive Director or Treasurer whose execution thereof shall be conclusive evidence of approval of any such additions and changes. The Chairperson or Executive Director or Assistant Executive Director or Treasurer is hereby authorized and directed to execute, and the Secretary is hereby authorized and directed to attest and affix the seal of the _Agency to the final form of the Loan Documents in the name and on behalf of the Authority. The proceeds of the Loans shall be applied by the Agency for the purposes and in the amounts set forth in the Loan Documents. The Authority hereby authorizes the delivery and performance of the Loan Documents. SECTION 11. MProval of Financing Documents. The Financing Documents substantially in the form on file with the Secretary, with such additions thereto and changes therein as are recommended or approved by Bond Counsel and - the officers executing the same, with such approval to be conclusively evidenced by their execution and delivery are hereby approved. The Chairperson, the Executive Director, the Assistant Executive Director, the Treasurer, the Secretary, or their designees are hereby authorized and directed to execute and deliver the Financing Documents. . SECTION 12. Delivery of the Bonds. The Bonds shall be delivered to the Underwriter upon compliance with the terms and conditions set forth in the Purchase Contract. The Chairperson, the Executive Director, the Assistant Executive Director, the Treasurer, the Secretary and other proper officers of the Authority are hereby authorized and directed to deliver any and all documents and instruments, to authorize the payment of Costs of Issuance and to do and cause to be done any and all acts and things necessary or convenient for delivery of the Bonds to the Purchaser. SECTION 13. Official Action. The Chairman, the Vice Chairman, the Executive Director, the Assistant Executive Director, the Treasurer, the General Counsel and any and all other officers of the Authority are hereby authorized and ~- -, -- ---~-- - - - --- - -- ---~- Re8Olutlon No. FA 2004-02 2004 Serle. A Bonds - - - Adopted: June --1, 2004 Page 6 - dirf;tcted, for and in the name and on behalf of the Authority, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, including, without limitation, requisitions for the payment of costs of issuance of the Series A Bonds, agreements, notices, consents, bond insurance premiums or rating agency fees, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary by the Bond Counselor' advisable in order to consummate lawful issuance, sale and delivery of the Series A Bonds. Any action authorized by this resolution to be taken by a specific officer of the Authority may be taken on such officer's behalf by the written designee of such officer. SECTION 14. Bond Counsel. Rutan & Tucker, LLP is hereby appointed Bond Counsel for the Series A Bonds. SECTION 15. Effective Date. This resolution shall take effect from and after its passage and adoption. PASSED, ADOPTED and APPROVED at a regular meeting of the La Quinta Financing Authority held on this 1 It day of June, 2004, by the following vote to wit: - AYES: Members Henderson, Osborne, Perkins, Sniff, Chairman Adolph NOES:' None ABSENT: None ABSTAIN: None ATTEST: m" .-Ø.~~-~ JUN. . REEK, CMC, Authority Secretary - La Quinta Financing Authority (SEAL) . . . Resolution No. FA 2004-02 2004 Series A Bonds - - Adopted: June 1. 2004 Page 6 APPROVED AS TO FORM: -- - "--- \",-~\..