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FA Resolution 1991-02 RESOLUTION NO. 91-2 RESOLUTION OF THE BOARD OF DIRECTORS OF THE hA QUINTA FINANCING AUTHORITY AUTHORIZING THE SALE, EXECUTION AND DELIVERY OF $ 8,5!5~00D PRINCIPAL AMOUNT OF ITS 1991 BONDS (CITY HALL PROJECT) AND APPROVING CERTAIN DOCUMENTS AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH WHEREAS, the City of La Quinta, a municipal corporation organized and existing under the laws of the State of California (the "City"), desires to have constructed a City Hall appurtenant and appurtenant works (the "Project); and WHEREAS, La Quinta Financing Authority, a joint exercise of powers authority created purzua~t to Chapter 5, Division 7 of Title 1 (commencing with Section 6500) of the Government Code) of the State of California (the "Authority"), has the authority to assist in the financing of the Project on behalf of the City; and WHEREAS, the City and the Authority desire to enter into (i) a lease agreement titled "Lease" dated as of November 1, 1991, by and between the City and the Authority relating to $ ~,~]q,~0 La Quinta Financing Authority, 1991 Bonds (City Hall Project) (the "Lease") whereby the City will lease to the Authority the Project site and (ii) a sublease and option to purchase titled "Sublease and Option to Purchase" dated as of November 1, 1991, by and between the City and the Authority relating to $8,515,000 La Quinta Financing Authority, 1991 _! - Bonds (City Hall Project) (the "Sublease") wnereoy Ehe Authority will lease back to the City the Project site and the Project; and WHEREAS, the City and the Authority desire cs enter into a trust agreement by and among the Authority, the City and Security Pacific National Bank (the "TEusuee") iitle:t "Trust Agreement" dated as of November 1, 1991, relating to $ 8,515,000 La Quinta Financing Authority, 1991 Bonds (City Halt Project) (the "Trust Aaree:r. ent"); and WHEREAS, under the Sublease will be assigned to the Trustee :}ursuant to an assignment agreement by and between the AuthoriCy and the Trustee, titled "Assignment off Leases and Agreement" dated as of November 1, 1991, relating to $8,515,000 La Quinta Financing Authority, 1991 Bonds (City Hall Project) (the "Assignment Agreement"); a:~d WHEREAS, Sutro & Co., Incorporated (the "Unde~u.rriner") has offered to purchase the Bonds upon the terms and conditions set forth in the Contract of Purchase (the "Contract of Purchase"); and WHEREAS, Municipal Bond Investors Assurance Corporation has made an offer to insure the Bonds; and WHEREAS, there then has been presented to this Board of Directors copies of each of the aforementioned documents and certain other documents relating to the foregoing; NOW, THEREFORE, the Board of Directors of the La Quinta Financing Authority does hereby find, determine, resolve and order as follows: 11/12/91 8276u/2588/15 -2- NOW, THEREFORE, the Board of Directors of the La Quinta Financing Authority does hereby find, determine, resolve and order as follows: SECTION 1. The fforegoing recitals, and each of them, are true end correct. SECTION 2. The Lease, Sublease, Trust Agreement and Assignment Agreement are approved in substantially the form presented at this meeting. The President and the Secretar' of this Board of Directors are hereby authorized and directed, for and in the name of the Authority, to execuue and deliver the Lease, Sublease, Trust Agreement and Assignment Agreement with such changes, insertions and omissions as said offficers may approve, such approval to be conclusively evidenced by the execution and delivery thereof. SECTION 3. Pursuant to Article 4, Chapter 5, Division 7 of Title 1 (commencing with Section 6584) of the Government Code of the State of California the Bonds, in an aggregate principal amount of $ 8,515,000, are hereby authorized to be issued in accordance with the terms and provisions set forth in the Trust Agreement. SECTION 4. The offer of Municipal Bond Investors Assurance Corporation to insure the Bonds is accepted and the President or Executive Director is authorized to execute the acceptance of this offer. SECTION 5. The Executive Director, the President, the Vice President, the Secretary and any other proper officer of the Authority are hereby authorized and directed, jointly and 11/12/91 8276U/2588/15 -~- ~ severally, to do any and all things and To execute and deliver the Bonds and any and all documents necessary or ~oper for carrying out the transactions contemplated by the Lease, the Sublease, she Trust Agreement, the Assignment Agreement, the Contract of Purchase and this Resolution. SECTION 6. The Contract of Purchase hereby is approved and the Bonds are sold to the Underwriter upon the terms and conditions set forth in the Contract of Purchase. SECTION 7. Any document the execution of ~nich by the President of this Boar~ of Direcnors is authorized b'/~his Resolution shall, in the absence or inability to act of the President, be executed by the Vice PresidenC of this Board of Directors. Any document the execution of which by the Executive Director of the Authority is authorized by this Resolution shall, in the absence or inability to act of the Executive Director, be executed by his designee, or, in the absence or inability to act of such designee, by the President or the Vice President of this Board of Directors. SECTION 8. All actions previously taken by this Board of Directors and by the officers and staff of the Authority with respect to the matters addressed by this Resolution hereby are approved, ratified and confirmed. SECTION 9. This Resolution shall take effect from and after its date of adoption. 11/12/91 8276u/2588/15 -4- ADOPTED, SIGNED AND APPROVED this 19th day of NovemDer, 1991. President' ~ ,~ (SEAL) 11/12/91 8276u/2588/15 -5- STATE OF CALIFORNIA ) COUNTY OF RIVERSIDE ) I, Saundra Juhola, Secretary of the ~oard of Directors of the La Quinta Financing Authority, do heresy certify that the foregoing resolution was duly adopted by the Board of Directors of said City at a Regular meeting held on the 19th day of November, !991, c~d that it was so adooned by the following vote: AYES: DIRECTORS: Franklin, Sniff & Vice Chairman Rushworth NOES: DIRECTORS: None ABSENT: DIRECTORS: Chairman Pena ABSTAIN: DIRECTORS: Bohne rger the Board of Directors of La Quinta Financing Authority (SEAL) 11/12/91 8276u/2588/15 -6- STATE OF CALIFORNIA COUNTY OF RIVERSIDE I, Saundra Juhola, Secretary of the Board of Directors of the La Quinta Financing Authority, do hereby certify that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 91-2 of said Board, and that the same has not been amended or repealed. DATED: November 19, 1991 Directors of La Quinta Financing Authority (SEAL) 11/12/91 8276u/2588/15 -7- ~