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HomeMy WebLinkAboutCC RESO 2017-128RESOLUTION NO. 2017 — 128 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT FOR PREPAYMENT OF THE CITY'S OBLIGATIONS UNDER A LEASE AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE NATIONAL CITY JOINT POWERS FINANCING AUTHORITY, DATED SEPTEMBER 1, 2010, PRIOR TO ITS TERMINATION DATE, APPROVING RELATED DOCUMENTS, AND AUTHORIZING OFFICIAL ACTIONS IN CONNECTION WITH SUCH PREPAYMENT WHEREAS, the National City Joint Powers Financing Authority (the "Authority") is a joint powers authority duly organized and existing under the provisions of Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the "Act"), and is authorized pursuant to Article 4 of the Act to borrow money to provide financing and refinancing for public capital improvements of the City of National City (the "City"); and WHEREAS, in connection with the refinancing of certain prior lease revenue bonds issued to fund projects within the City, the City previously executed a Lease Agreement by and between the City and the Authority, dated September 1, 2010 (the "2010 Lease Agreement"), pursuant to which the Authority granted to the City a leasehold interest in the City's police headquarters and associated parking facilities (the "2010 Site"); and WHEREAS, pursuant to an Assignment Agreement by and between the Authority and Bank of America, N.A. (the "Bank"), dated September 1, 2010 (the "2010 Assignment Agreement"), the Authority assigned to the Bank, certain of its rights under the 2010 Lease Agreement, including its right to receive Lease Payments (as defined therein) and its rights to enforce payment of such payments and otherwise to enforce its interests and rights under the 2010 Lease Agreement in the event of default by the City; and WHEREAS, the City has determined that it is in the best interests of the City to prepay its obligations under the 2010 Lease Agreement prior to the termination date thereof; and WHEREAS, there have been submitted and are on file with the City Clerk of this City Council proposed forms of (i) a Termination Agreement (the "Termination Agreement") by and among the City, the Authority and the Bank, which shall be executed concurrently with the prepayment of the 2010 Lease Agreement (the "Prepayment") and which shall terminate the 2010 Lease Agreement and 2010 Assignment Agreement and (ii) a Grant Deed (the "Grant Deed") executed and delivered by the Authority and delivered to the City concurrently with the Prepayment, which shall grant all of the Authority's right, title, and interest in the 2010 Site to the City, and the City Council has examined and approved such documents and desires to authorize and direct the execution and acceptance of such documents and the consummation of the Prepayment; WHEREAS, the City has full legal right, power and authority under the Constitution and the laws of the State of California to enter into the transactions herein described and hereinafter authorized. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby resolves, as follows: Resolution No. 2017 — 128 Page Two Section 1. Recitals. All of the recitals herein above are true and correct and this City Council so finds and orders as follows: Section 2. Approval of Prepayment. The prepayment of the City's currently - outstanding Lease Payments under the 2010 Lease Agreement is hereby approved. The Mayor, City Manager, Deputy City Manager or Director of Finance, or their respective designated representatives (each, an "Designated Officer"), is authorized and directed to satisfy all prepayment requirements contained in the 2010 Lease Agreement and to execute and deliver any related documents in order to accomplish such actions. Section 3. Approval of Termination Agreement. The form of instrument, entitled "Termination Agreement," executed and delivered by the Authority, the Bank and the City, in substantially the form on file with the City Clerk of this City Council, is hereby approved. The Designated Officer is authorized and directed to execute and deliver an instrument in substantially said form, with such changes thereto as such officer executing such instrument may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof. Section 4. Acceptance of Grant Deed. The form of instrument, entitled "Grant Deed," executed and delivered by the Authority and delivered to the City, in substantially the form on file with the City Clerk of this City Council, is hereby approved. The Designated Officer is authorized and directed to accept an instrument in substantially said form, with such changes thereto as such officer executing such instrument may require or approve, such approval to be conclusively evidenced by the acceptance thereof. Section 5. Ratification of Actions. All actions heretofore taken by the officers, employees, and agents of the City with respect to the transactions set forth above are hereby approved, confirmed, and ratified. Section 6. Approval of Further Actions. The appropriate City officers and employees of the City are hereby authorized and directed, jointly and severally, to do any and all things which they may deem necessary or advisable in order to consummate the transactions herein authorized and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution. The Mayor, City Manager, Deputy City Manager or Director of Finance, or their respective designated representatives, and other officers and employees of the City, are hereby authorized and directed to execute and deliver, for and on behalf of the City, any and all documents and instruments, and to enter into any and all agreements, and to do and cause to be done any and all acts and things necessary or advisable in order to consummate the transactions contemplated by this Resolution and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution. Section 7. This Resolution shall take effect from and after its date of adoption. [Signature Page to Follow] Resolution No. 2017 - 128 Page Three PASSED and ADOPTED this 20th day of June, 20 /7///1...__.,„... ATTEST: A Mic ael R. Dalla, ity Clerk APPROVED AS TO FORM: 'F-.X1 eAsel A .We'ris-% - City rney n Morrison, Mayor Passed and adopted by the Council of the City of National City, California, on June 20, 2017 by the following vote, to -wit: Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California // 45) City Clerk of the ity of,National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2017-128 of the City of National City, California, passed and adopted by the Council of said City on June 20, 2017. City Clerk of the City of National City, California By: Deputy