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ARA2001-02RESOLUTION NO. ARA2001-2 A RESOLUTION OF THE ANAHEIM REDEVELOPMENT AGENCY AUTHORIZING A FIRST AMENDMENT TO AN AFFORDABLE HOUSING LOAN AGREEMENT (SOLARA COURT APARTMENTS), AND AUTHORIZING THE EXECUTIVE DIRECTOR TO TAKE ALL ACTIONS TO APPROVE CERTAIN DOCUMENTS AND RELATED ACTIONS WHEREAS, the Anaheim Redevelopment Agency (the "Agency") has previously approved that certain Affordable Housing Loan Agreement (Solara Court Apartments) dated as of June 12, 2001 ("Agreement") by and between the Agency and West Lincoln Housing Partners Limited Partnership (the "Borrower") providing for a loan to the Borrower (the "Loan") for the acquisition, construction and development of a senior apartment project (the "Project") on the site described in the Agreement; and WHEREAS, the Anaheim Housing Authority (the "Authority") approved the issuance of a multifamily housing revenue bond, which bond shall be issued in a single series to be designated "Anaheim Housing Authority Multifamily Housing Revenue Bond (Solara Court Apartments), 2001 Series A" in the principal amount of $8,200,000 (the "Bond"); and WHEREAS, the proceeds of the Bond shall be used to make a mortgage loan to the Borrower, which shall be applied to acquire, construct and improve the Project; the Bond shall be purchased and held by Washington Mutual Bank, FA ("Bondholder") and the Loan shall be serviced by the Bondholder; and WHEREAS, the Project is being financed with proceeds of the Bond, the Agency Loan and assorted other sources (collectively, "Financing Sources"), more particularly described in the Loan Agreement related to the Bond, on file with the Executive Director; and WHEREAS, Article 7 and Section 19.17 of the Agreement contemplate subordination of a portion of the Agency's loan to the interest of the Bondholder in the mortgage loan related to the Bond, and there has been presented to the Agency Board the form of Subordination Agreement dated as of November 1,2001 (the "Subordination Agreement") by and among the Agency, the Bondholder, the bond trustee and the Borrower; and WHEREAS, the Agency proposes to enter into a First Amendment to an Affordable Housing Loan Agreement (Solara Court Apartments) with the Borrower ("First Amendment") to facilitate the financing of the Project with the proceeds of the Bond and other Financing Sources and to implement portions of the Agreement, the form of which has been presented with this resolution; and WHEREAS, the Agency has determined that it is in the best interests of the Agency and in furtherance of valid public purposes of the Agency to approve the Subordination Agreement and the First Amendment and to authorize the Executive Director to enter into such other agreements related to the Financing Sources as may be necessary to facilitate the completion of the Project. DOCSOC\856476v2",22620.0016 NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED by the Anaheim Redevelopment Agency as follows: SECTION 1. Approval of First Amendment and Subordination A~reement. The Agency hereby approves the First Amendment and the Subordination Agreement in the form on file with the Secretary, together with such additions thereto and changes therein as the Executive Director shall deem necessary, desirable or appropriate to accomplish the purposes of the borrowing in a manner consistent with the Agency's findings hereunder, the execution of which by the Executive Director shall be conclusive evidence of the approval of any such additions and changes. The Executive Director 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 First Amendment and the Subordination Agreement for and in the name and on behalf of the Agency. The Agency hereby authorizes the delivery and performance of the First Amendment and the Subordination Agreement as finally executed pursuant hereto. SECTION 2. Findings and Determinations. Pursuant to Section 33334.14 of the Act, the Agency hereby finds and determines that the subordination provided for in the Subordination Agreement, and in any other agreement relative to other Financing Sources entered into pursuant to Section 3 hereof constitutes a subordination to a lien described in Section 33334.14(a)(1) and (a)(4) and that the Agency has obtained (or, with respect to subordinations entered into pursuant to Section 3 hereof, will contain) written commitments reasonably designed to protect the Agency's investment in the event of default. The Agency further finds that the recitals hereto, and each of them, are true and correct. SECTION 3. Official Actions. The Chairman, the Executive Director, the Treasurer, the Secretary and any and all other officers of the Agency, are hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and sale of the Bond and the making of the Loan. Specifically, and without limiting the foregoing, the Executive Director may enter into such further agreements relating to the other Financing Sources (including subordination agreements) as the Executive Director determines are reasonably necessary to cause the issuance of the Bond and to complete the financing of the Project; provided in the case of any further subordination, such agreements are required by the provider of the Financing Source, and include at least one of the enumerated protections in Section 33334.14(a)(4). SECTION 4. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. DOCSOC',856476v2'~226200016 The FOREGOING RESOLUTION was approved and adopted by the Anaheim Redevelopment Agency this 6th day of November, 2001, by the following vote: By: ATTEST: Secretary 0~eim Redevelopment Agency APPROVED AS TO FORM: ST~N~RLSON & RAUTH APPROV X O FORM: TTO EY) DO('SOC',856476v2\22620.0016 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF ANAHEIM ) ss. I, SHERYLL SCHROEDER, Secretary of the Anaheim Redevelopment Agency, do hereby certify that the foregoing Resolution No. ARA2001-2 was introduced and adopted at a regular meeting of the Anaheim Redevelopment Agency held on the 6th day of November, 2001, by the following vote of the members thereof: AYES: BOARD MEMBERS: Feldhaus, Kring, Tait, McCracken NOES: BOARD MEMBERS: None ABSENT: BOARD MEMBERS: None AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment Agency signed said Resolution No. ARA2001-2 on the 6th day of November, 2001. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the City of Anaheim this 6th day of November ,2001. S re e nc yec DOCSOC\856476v2\22620.00 l 6