HomeMy WebLinkAbout2017 CON JPFA / NATIONAL CITY - Prepayment of 2010 Lease Agreement ObligationNOTE TO FILE
02-17-2020
IN THE MATTER OF: (Joint Powers Financing Authority) The prepayment of
2010 Lease Agreement Obligation, and related documents. Please note the
following:
NO FULLY EXECUTED ORIGINAL GRANT DEED OR
TERMINATION AGREEMENT
WAS FILED WITH THE OFFICE OF THE CITY CLERK.
ORIGINATING DEPARTMENT:
NTF
CDC Housing & Economic Development
City Attorney Human Resources
City Manager MIS
Community Svcs. Planning
Eng/PW Police
Finance X JPFA
Fire
NATIONAL CITY JOINT POWERS FINANCING AUTHORITY
AGENDA STATEMENT
MEETING DATE: June 20, 2017 AGENDA ITEM NO. 1
ITEM TITLE:
Resolution of the National City Joint Powers Financing Authority Relating to the Prepayment of 2010
Lease Agreement Obligation, and Approving Related Documents and Authorizing Official Actions in
Connection Therewith
PREPARED BY: Mark Roberts, Director of Finance DEPARTMENT: Finance
PHONE: 619-336-4265
APPROVED BY: `�w/!t X�
EXPLANATION:
In connection with the refinancing of prior lease revenue bonds issued to fund the construction of the
Police headquarters building, the Authority executed a lease agreement by and between the City of
National City and the Authority dated September 1, 2010. Further, in an assignment agreement, the
Authority assigned to Bank of America, NA, certain of its rights, including its right to receive lease
payments. The 2010 lease agreement provided that the City could prepay its obligations and has
elected to make the final payment on the lease in early July 2017 instead of on the regular payment
date of October 1, 2017. This resolution will authorize, upon the final payment on the lease, the
termination of the lease agreement and assignment agreement and authorize the conveyance of all of
the Authority's right, title, and interest in the Police Headquarters site to the City.
FINANCIAL STATEMENT: APPROVED: `"!re— ,�w.l.� Finance
ACCOUNT NO. N/A
APPROVED: MIS
ENVIRONMENTAL REVIEW:
This is not a project and, therefore, not subject to environmental review.
ORDINANCE: INTRODUCTION:
FINAL ADOPTION:
STAFF RECOMMENDATION:
Adopt the resolution.
BOARD / COMMISSION RECOMMENDATION:
ATTACHMENTS:
1. Resolution
2. Grant Deed (2010 site)
3. Termination Agreement
CIPFA Rcsailufiw• ND- 20I7-.2.
RECORDING REQUESTED BY:
City of National City
AFTER RECORDATION RETURN TO:
Nossaman LLP
18101 Von Karman Avenue, Suite 1800
Irvine, CA 92612
Attention: Albert R. Reyes, Esq.
THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER
TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND
TAXATION CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES
PURSUANT TO SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE.
GRANT DEED
(APNs 560-013-02-00, 560-013-03-00, 560-013-04-05, 560-013-05-15,
560-013-06-00, 560-013-07-00, 560-013-08-00, 560-013-09-00)
FOR VALUABLE CONSIDERATION, receipt and adequacy of which are hereby
acknowledged, NATIONAL CITY JOINT POWERS FINANCING AUTHORITY, a Joint
Exercise of Powers Agency ("Grantor"), hereby grants to the CITY OF NATIONAL CITY, a
city and municipal corporation duly organized and existing under the Constitution and laws of
the State of California ("Grantee"), all of its right, title, and interest in and to that certain real
property located in the County of San Diego, State of California, bearing the legal description
attached herewith as Exhibit A and incorporated herein by this reference, together with all
buildings, facilities and other improvements, structures and fixtures which are located thereon
(collectively, the "Property") and all easements, appurtenances, development rights, mineral
rights, water rights, air rights, and other rights and privileges belonging or appertaining to the
Property, and all right, title and interest in, to and under adjoining streets, rights of way and
access easements.
Dated as of July 5, 2017.
56073339.vl
IN WITNESS WHEREOF, Grantor has caused its duly authorized representative to
execute this instrument as of the date hereinafter written.
NATIONAL CITY JOINT POWERS
FINANCING AUTHORITY
By:
Ron Morrison
Chairman
56073339.v1
EXHIBIT A
LEGAL DESCRIPTION OF THE PROPERTY
The real property referred to herein is situated in the State of California, County of San Diego,
city of National City and described as follows:
PARCEL A: APN: 560-013-07-00 and 560-013-08-00
PARCEL(S) 1 AND 2 OF PARCEL MAP NO. 4027, IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE
COUNTY RECORDER OF SAN DIEGO COUNTY AUGUST 21, 1975 AS FILE NO. 75-
224074 OF OFFICIAL, RECORDS.
PARCEL B: APN: 560-013-02-00
THE WEST 33-1/3 FEET OF LOTS 7 TO 10, INCLUSIVE, IN BLOCK 13 OF THE CITY OF
NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING
TO MAP NO. 348, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY, OCTOBER 2, 1882.
PARCEL C: APN: 560-013-03-00
THE WESTERLY 33 1/3 FEET OF THE EASTERLY 66 2/3 FEET OF LOTS 7 TO 10
INCLUSIVE IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP
THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN
DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL D: APN: 560-013-04-05
THE EASTERLY 33 1/3 FEET OF LOTS 7, 8, 9 AND 10 OF BLOCK 13 OF NATIONAL
CITY, IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE
OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL E: APN: 560-013-05-15
THE SOUTHERLY 100 FEET OF LOT 11 AND THE SOUTHERLY 100 FEET OF THE
WESTERLY EIGHT AND ONE-THIRD FEET OF LOT 12 EN BLOCK 13 OF NATIONAL
CITY, IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, ACCORDING TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE
OF THE COUNTY RECORDER OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL F: APN: 560-013-06-00
56073339.vl
LOTS 13 THROUGH 17 IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF
NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING
TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER
OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL G: APN: 560-013-09-00
LOT 6, THE NORTH 25 FEET OF LOTS 11 AND 12 AND THE EAST 16 2/3 FEET OF
SOUTH 100 FEET OF LOT 12, ALL IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF
NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING
TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER
OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL H:
A. PERMANENT EASEMENT AND RIGHT-OF-WAY TO CONSTRUCT, RECONSTRUCT,
MAINTAIN, OPERATE AND REPAIR AN UNDERGROUND EMERGENCY GENERATOR
FUEL TANK, DESCRIBED AS FOLLOWS:
ALL THAT PORTION OF 12TH STREET, LYING NORTHERLY OF BLOCK 13 OF MAP
NUMBER 348, IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE
OF CALIFORNIA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWESTERLY CORNER OF SAID BLOCK 13, BEING
ALSO THE NORTHWESTERLY CORNER OF PARCEL 1 OF PARCEL MAP NUMBER
4027; THENCE EASTERLY, ALONG THE NORTHERLY LINE OF PARCEL MAP
NUMBER 4027; THENCE EASTERLY, ALONG THE NORTHERLY LINE OF SAID
PARCEL 1.75 FEET TO THE TRUE POINT OF BEGINNING; THENCE CONTINUING
EASTERLY ALONG SAID NORTHERLY LINE, EIGHT FEET; THENCE LEAVING SAID
NORTHERLY LINE, AT RIGHT ANGLES, NORTH SIX FEET; THENCE WESTERLY,
PARALLEL WITH THE NORTHERLY LINE OF SAID PARCEL 1, EIGHT FEET; THENCE
AT RIGHT ANGLES, SOUTH, SIX FEET TO THE TRUE POINT OF BEGINNING,
CONTAINING 48 SQUARE FEET.
[APN: 560-013-07- 00 ; 560-013-08-00; 560-013-020-00; 560-013-03-00; 560-013-04-00;
560-013-05-00; 560-013-06-00; 560-013-09-001
56073339.v1
A Notary Public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF
On before me, , a notary
public, personally appeared , who proved to
me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the
person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(AFFIX NOTARIAL SEAL)
56073339.v1
NOTARY PUBLIC
CERTIFICATE OF ACCEPTANCE
This is to certify that the interest in Real Property conveyed by grant deed dated as of
July 5, 2017, by the NATIONAL CITY JOINT POWERS FINANCING AUTHORITY, a Joint
Exercise of Powers Agency ("Grantor"), hereby grants to the City of NATIONAL CITY, a city
and municipal corporation duly organized and existing under the Constitution and laws of the
State of California ("Grantee"), is hereby accepted by the undersigned officer on behalf of the
City pursuant to authority conferred by Resolution , adopted on June 20, 2017, and
the City consents to recordation of the Grant Deed by its duly authorized officer.
July 5, 2017.
CITY OF NATIONAL CITY
By:
Leslie Deese
City Manager
56073339.v1
AFTER RECORDATION RETURN TO:
Nossaman LLP
18101 Von Karman Avenue, Suite 1800
Irvine, CA 92612
Attention: Albert R. Reyes, Esq.
THIS TRANSACTION IS EXEMPT FROM CALIFORNIA DOCUMENTARY TRANSFER
TAX PURSUANT TO SECTION 11922 OF THE CALIFORNIA REVENUE AND TAXATION
CODE. THIS DOCUMENT IS EXEMPT FROM RECORDING FEES PURSUANT TO
SECTION 27383 OF THE CALIFORNIA GOVERNMENT CODE.
TERMINATION AGREEMENT
This TERMINATION AGREEMENT, dated as of June _, 2017, is among the
City of National City (the "City"), the National City Joint Powers Financing Authority (the
"Authority"), and Bank of America, N.A. (the "Bank"):
WITNESSETH:
WHEREAS, in connection with the refinancing of certain prior lease revenue bonds
issued by the City, the City previously executed a Lease Agreement by and between the City and
the Authority, dated September 1, 2010 and recorded on September 28, 2010 as File No. 2010-
0514247 of the Official Records of San Diego County, California (the "2010 Lease Agreement"),
pursuant to which the Authority leased to the City an interest in the real property described in
Exhibit A hereto (the "2010 Site"); and
WHEREAS, pursuant to an Assignment Agreement by and between the Authority and the
Bank, dated September 1, 2010 and recorded September 28, 2010 as File No. 2010-0514248 of
Official Records of the Official Records of San Diego County, California (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 2010 Lease Agreement provided that City could prepay its obligations
thereunder prior to the termination date of the 2010 Lease Agreement, and the City's Council has
elected to prepay such obligations, and the City has complied with all requirements contained in
the 2010 Lease Agreement and related documents in order to accomplish such actions.
56071056.v3
NOW THEREFORE, in consideration of the premises and the mutual covenants
contained herein, the parties hereto hereby agree as follows:
Section 1. Termination of 2010 Documents. The (i) 2010 Lease Agreement, and
(ii) the 2010 Assignment Agreement, are each terminated and each is of no further force or
effect.
Section 2. Counterparts. This Termination Agreement may be executed,
approved and acknowledged in several counterparts, all or any one of which shall be regarded for
all purposes as one original and shall constitute and be but one and the same instrument.
Section 3. Applicable Law. This Termination Agreement shall be governed
by and construed in accordance with the laws of the State of California.
CITY OF NATIONAL CITY
By:
Leslie Deese
City Manager
NATIONAL CITY JOINT POWERS
FINANCING AUTHORITY
By:
Ron Morrison
Chairman
BANK OF AMERICA, N.A.,
By:
Authorized Signatory
2
56071056.v3
A Notary Public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA )
) ss.
COUNTY OF
)
On before me, a notary
public, personally appeared , who proved to
me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(AFFIX NOTARIAL SEAL)
NOTARY PUBLIC
JPFA National City 2017 Termination Agreement June 20 2017.doc
56071056.v3
A Notary Public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF
On before me, , a notary
public, personally appeared , who proved to
me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(AFFIX NOTARIAL SEAL)
56071056.v3
NOTARY PUBLIC
A Notary Public or other officer completing this certificate verifies only the identity of the
individual who signed the document to which this certificate is attached, and not the
truthfulness, accuracy, or validity of that document.
STATE OF CALIFORNIA
COUNTY OF
On before me, , a notary
public, personally appeared , who proved to
me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
(AFFIX NOTARIAL SEAL)
NOTARY PUBLIC
56071056.v3
EXHIBIT A
LEGAL DESCRIPTION OF THE 2010 SITE
The 2010 Site consists of that certain land located in the City of National City, San Diego
County, State of California, more fully described as follows, together with all buildings and
facilities and other improvements which constitute real property at any time situated thereon:
PARCEL A:
PARCEL(S) 1 AND 2 OF PARCEL MAP NO. 4027, IN THE CITY OF NATIONAL CITY, COUNTY
OF SAN DIEGO, STATE OF CALIFORNIA, FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY AUGUST 21, 1975 AS FILE NO. 75-224074 OF OFFICIAL,
RECORDS.
PARCEL B:
THE WEST 33-1/3 FEET OF LOTS 7 TO 10, INCLUSIVE, IN BLOCK 13 OF THE CITY OF
NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO
MAP NO. 348, FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY, OCTOBER 2, 1882.
PARCEL C:
THE WESTERLY 33 1/3 FEET OF THE EASTERLY 66 2/3 FEET OF LOTS 7 TO 10
INCLUSIVE IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF
NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
OCTOBER 2, 1882.
PARCEL D:
THE EASTERLY 33 1/3 FEET OF LOTS 7, 8, 9 AND 10 OF BLOCK 13 OF NATIONAL CITY,
IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL E:
THE SOUTHERLY 100 FEET OF LOT 11 AND THE SOUTHERLY 100 FEET OF THE
WESTERLY EIGHT AND ONE-THIRD FEET OF LOT 12 EN BLOCK 13 OF NATIONAL CITY,
IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA,
ACCORDING TO THE MAP THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY
RECORDER OF SAN DIEGO COUNTY, OCTOBER 2, 1882.
PARCEL F:
56071056.v3
LOTS 13 THROUGH 17 IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF NATIONAL
CITY, COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP
THEREOF NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO
COUNTY, OCTOBER 2, 1882.
PARCEL G:
LOT 6, THE NORTH 25 PEST OF LOTS 11 AND 12 AND THE EAST 16 2/3 FEET OF SOUTH 100
FEET OF LOT 12, ALL IN BLOCK 13 OF NATIONAL CITY, IN THE CITY OF NATIONAL CITY,
COUNTY OF SAN DIEGO, STATE OF CALIFORNIA, ACCORDING TO THE MAP THEREOF
NO. 348 FILED IN THE OFFICE OF THE COUNTY RECORDER OF SAN DIEGO COUNTY,
OCTOBER 2, 1882.
PARCEL H:
A. PERMANENT EASEMENT AND RIGHT-OF-WAY TO CONSTRUCT, RECONSTRUCT,
MAINTAIN, OPERATE AND REPAIR AN UNDERGROUND EMERGENCY GENERATOR FUEL
TANK, DESCRIBED AS FOLLOWS:
ALL THAT PORTION OF 12TH STREET, LYING NORTHERLY OF BLOCK 13 OF MAP
NUMBER 348, IN THE CITY OF NATIONAL CITY, COUNTY OF SAN DIEGO, STATE OF
CALIFORNIA, DESCRIBED AS FOLLOWS:
COMMENCING AT THE NORTHWESTERLY CORNER OF SAID BLOCK 13, BEING ALSO
THE NORTHWESTERLY CORNER OF PARCEL 1 OF PARCEL MAP NUMBER 4027; THENCE
EASTERLY, ALONG THE NORTHERLY LINE OF PARCEL MAP NUMBER 4027; THENCE
EASTERLY, ALONG THE NORTHERLY LINE OF SAID PARCEL 1, 75 FEET TO THE TRUE
POINT OF BEGINNING; THENCE CONTINUING EASTERLY ALONG SAID NORTHERLY
LINE, SIGHT FEET; THENCE LEAVING SAID NORTHERLY LINE, AT RIGHT ANGLES,
NORTH SIX FEET; THENCE WESTERLY, PARALLEL WITH THE NORTHERLY LINE OF
SAID PARCEL 1, EIGHT FEET; THENCE AT RIGHT ANGLES, SOUTH, SIX FEET TO THE
TRUE POINT OF BEGINNING, CONTAINING 48 SQUARE FEET.
APN: 560-013-07; 560-013-08; 560-013-02; 560-013-03; 560-013-04; 560-013-05; 560-013-06; 560-013-
09
(End of Legal Description)
56071056.v3
RESOLUTION NO. 2017 —
RESOLUTION OF THE NATIONAL CITY JOINT POWERS
FINANCING AUTHORITY RELATING TO THE PREPAYMENT
OF 2010 LEASE AGREEMENT OBLIGATION, APPROVING
RELATED DOCUMENTS, AND AUTHORIZING OFFICIAL
ACTIONS IN CONNECTION THEREWITH
WHEREAS, the National City Joint Powers Financing Authority (the "NCJPFA")
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 NCJPFA previously executed a
Lease Agreement by and between the City and the NCJPFA, dated September 1, 2010 (the
"2010 Lease Agreement"), pursuant to which the NCJPFA 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
NCJPFA and Bank of America, N.A. (the "Bank"), dated September 1, 2010 (the "2010
Assignment Agreement"), the NCJPFA 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 2010 Lease Agreement provided that City could prepay its
obligations thereunder prior to the termination date of the 2010 Lease Agreement, and the City
Council has elected to prepay such obligations, and the City has resolved to comply with all
requirements contained in the 2010 Lease Agreement and related documents in order to
accomplish such actions; and
WHEREAS, there have been submitted and are on file with the Secretary of the
NCJPFA Board (the "Board") proposed forms of (i) a Termination Agreement (the "Termination
Agreement") by and among the City, the NCJPFA 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 NCJPFA and delivered to the City
concurrently with the Prepayment, which shall grant all of the NCJPFA's right, title, and interest
in the 2010 Site to the City, and the NCJPFA Board has examined and approved such
documents; and
WHEREAS, the NCJPFA has duly considered such transactions, and wishes at
this time to approve all documentation and actions relative to said transaction in the public
interests of the NCJPFA.
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Board
of the National City Joint Powers Financing Authority, as follows:
Resolution No. 2017 —
Page Two
Section 1. Recitals. All of the recitals herein above are true and correct and
this NCJPFA Board so finds and orders as follows:
Section 2. Approval of Termination Agreement. The form of instrument,
entitled "Termination Agreement", among the City, the NCJPFA, and the Bank, in substantially
the form on file with the Secretary of this Board, is hereby approved. The Chairman, Vice
Chairman, the Auditor and Treasurer or their respective designated representatives (each, a
"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 3. Approval of Grant Deed. The form of instrument, entitled "Grant
Deed", executed and delivered by the NCJPFA and delivered to the City, in substantially the
form on file with the Secretary of this Board, 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. Ratification of Actions. All actions heretofore taken by the officers,
employees, and agents of the NCJPFA with respect to the transactions set forth above are
hereby approved, confirmed, and ratified.
Section 5. Approval of Further Actions. The Designated Officers, the
Secretary and any and all other officers of the NCJPFA are hereby authorized and directed, for
and in the name and on behalf of the NCJPFA, to do any and all things and take any and all
actions which they, or any of them, may deem necessary or advisable in order to consummate
the transactions as described herein.
Section 6. This resolution shall take effect from and after its date of adoption.
PASSED and ADOPTED this 20th day of June, 2017.
Ron Morrison, Chairman
ATTEST: APPROVED AS TO FORM:
Leslie Deese, Secretary Angil P. Morris -Jones
Legal Advisor
RESOLUTION NO. 2017 — 2
RESOLUTION OF THE NATIONAL CITY JOINT POWERS
FINANCING AUTHORITY RELATING TO THE PREPAYMENT
OF 2010 LEASE AGREEMENT OBLIGATION, APPROVING
RELATED DOCUMENTS, AND AUTHORIZING OFFICIAL
ACTIONS IN CONNECTION THEREWITH
WHEREAS, the National City Joint Powers Financing Authority (the "NCJPFA")
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 NCJPFA previously executed a
Lease Agreement by and between the City and the NCJPFA, dated September 1, 2010 (the
"2010 Lease Agreement"), pursuant to which the NCJPFA 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
NCJPFA and Bank of America, N.A. (the "Bank"), dated September 1, 2010 (the "2010
Assignment Agreement"), the NCJPFA 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 2010 Lease Agreement provided that City could prepay its
obligations thereunder prior to the termination date of the 2010 Lease Agreement, and the City
Council has elected to prepay such obligations, and the City has resolved to comply with all
requirements contained in the 2010 Lease Agreement and related documents in order to
accomplish such actions; and
WHEREAS, there have been submitted and are on file with the Secretary of the
NCJPFA Board (the "Board") proposed forms of (i) a Termination Agreement (the "Termination
Agreement") by and among the City, the NCJPFA 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 NCJPFA and delivered to the City
concurrently with the Prepayment, which shall grant all of the NCJPFA's right, title, and interest
in the 2010 Site to the City, and the NCJPFA Board has examined and approved such
documents; and
WHEREAS, the NCJPFA has duly considered such transactions, and wishes at
this time to approve all documentation and actions relative to said transaction in the public
interests of the NCJPFA.
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Board
of the National City Joint Powers Financing Authority, as follows:
Resolution No. 2017 —
Page Two
Section 1. Recitals. All of the recitals herein above are true and correct and
this NCJPFA Board so finds and orders as follows:
Section 2. Approval of Termination Agreement. The form of instrument,
entitled "Termination Agreement", among the City, the NCJPFA, and the Bank, in substantially
the form on file with the Secretary of this Board, is hereby approved. The Chairman, Vice
Chairman, the Auditor and Treasurer or their respective designated representatives (each, a
"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 3. Approval of Grant Deed. The form of instrument, entitled "Grant
Deed", executed and delivered by the NCJPFA and delivered to the City, in substantially the
form on file with the Secretary of this Board, 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. Ratification of Actions. All actions heretofore taken by the officers,
employees, and agents of the NCJPFA with respect to the transactions set forth above are
hereby approved, confirmed, and ratified.
Section 5. Approval of Further Actions. The Designated Officers, the
Secretary and any and all other officers of the NCJPFA are hereby authorized and directed, for
and in the name and on behalf of the NCJPFA, to do any and all things and take any and all
actions which they, or any of them, may deem necessary or advisable in order to consummate
the transactions as described herein.
Section 6. This resolution shall take effect from and after its date of adoption.
PASSED and ADOPTED this 20th day of June,
Ron Morrison, Chairman
ATTEST: APPROVED AS TO FORM:
Leslie Deese, Secretary
Anris-Jones
L • - dvisor
Passed and adopted by the Commissioners of the National City Joint Powers Financing
Authority, National City, California, on June 20, 2017 by the following vote, to -wit:
Ayes: Commissioners Cano, Mendivil, Morrison, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY:
RON MORRISON
Chairman
National City Joint Powers Financing Authority
Secretary
National City Joint Powers Financing Authority
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2017-2 of the National City Joint Powers Financing Authority,
National City, California, passed and adopted on June 20, 2017.
Secretary
National City Joint Powers Financing Authority