HomeMy WebLinkAbout84-123 - O.C. Performing Arts Parking, Lease and Sublease AgreementsRESOLUTION NO. 84-123
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
COSTA MESA, CALIFORNIA, APPROVING THE FINAL
FORM OF THE LEASE AGREEMENT, TRUST AGREEMENT,
SECOND ASSIGNMENT AGREEMENT, SUBLEASE AGREEMENT,
REMARKETING AGREEMENT, PLACEMENT MEMORANDUM AND
PLACEMENT AGENCY AGREEMENT, WITH RESPECT TO
CERTIFICATES OF PARTICIPATION (ORANGE COUNTY
PERFORMING ARTS CENTER PUBLIC PARKING PROJECT).
WHEREAS, the City has heretofore adopted its Resolution No. 84-84 on
June 18, 1984, approving the financing of a public parking project to be
located adjacent to the Orange County Performing Arts Center; and
WHEREAS, subsequent to the adoption of said Resolution No. 84-84, the
documents thereby approved have been revised in certain respects and it is
appropriate for the City Council at this time to approve the final form of
said documents;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of
Costa Mesa as follows:
1. The City Council hereby approves each of the following documents,
together with any further changes thereto deemed advisable by the City
Manager, and the appropriate officers of the City are hereby author-
ized and directed to execute and deliver each of said documents:
(a) Lease Agreement dated as of November 1, 1984, by and between
Center Tower Associates, a California general partnership (the
"Developer") as lessor, and the City as lessee;
(b) Sublease Agreement dated as of November 1, 1984, by and
between the City as sublessor, and the Developer as sublessee;
(c) Second Assignment Agreement dated as of November 1, 1984,
by and between the City as assignor and Center Tower Associates
as assignee;
(d) Trust Agreement dated as of November 1, 1984, by and among
the City, the Developer, and the Trustee named therein (the
"Trustee");
(e) Remarketing Agreement dated as of November 1, 1984, by and
among the Developer, the City, and BankAmerica Capital Markets
Group, Bank of America NT&SA; and
(f) Placement Agency Agreement dated as of November 1, 1984, by
and among the Developer, the City, the Trustee, and BankAmerica
Capital Markets Group, Bank of America NT&SA as placement agent
(the "Placement Agent").
2. The City Council hereby approves the delivery by the Trustee to
the Placement Agent of the Certificates of Participation authorized
under the Trust Agreement (the "Certificates"), in the maximum prin-
cipal amount of $16,000,000.00, pursuant to the Placement Agency
Agreement.
3. The City Council hereby approves the preliminary Private Place-
ment Memorandum in substantially the form submitted by the Placement
Agent and on file with the City Clerk, together with any changes
therein or additions thereto deemed advisable by the City Manager,
who is hereby authorized and directed to execute said form of Private
Placement Memorandum for and in the name of the City. The Private
Placement Agent is hereby authorized to distribute said preliminary
Private Placement Memorandum and any final form thereof to prospective
purchasers of the Certificate of Participation.
22'
4. This resolution shall take effect immediately.
PASSED AND ADOPTED this 15th day of Octcbe
Mayor of the City of Costa Mesa
ATTEST:
(��' 11-1, "Aoj
C y C erk of the City of Cos Mesa
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF COSTA MESA )
I, EILEEN P. PHINNEY, City Clerk and ex -officio Clerk of the City
Council of the City of Costa Mesa, hereby certify that the above and fore-
going Resolution No. 84-123 was duly and regularly passed and adopted by
said City Council at a regular meeting thereof, held on the 15th day of
October, 1984, by the following roll call vote:
AYES: COUNCIL MEMBERS: Hall, Johnson, Hertzog, McFarland, Schafer
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Seal
of the City of Costa Mesa this 16th day of October, 1984.
Cit Clerk and ex -officio Clerk of
City Council of the City of Costa sa