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RES-1989-09803/14/~ J6562 RESOLUTION NO. 8 9 R- 9 8 A RESOLUTION AUTHORIZING THE ISSUANCE OF SPECIAL TAX BONDS OF THE CITY OF ANAHEIM FOR COMMUNITY FACILITIES DISTRICT NO. 1989-2 (THE HIGHS), APPROVING AND DIRECTING THE EXECUTION OF A FISCAL AGENT AGREEMENT AND APPROVING OTHER RELATED DOCUMENTS AND ACTIONS Community Facilities District No. 1989-2 (The Highlands) RESOLVED, by the City Council of the City of Anaheim (the "City") that: WHEREAS, this City Council has conducted proceedings under and pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (the "Act"), to form Community Facilities District No. 1989-2 (The Highlands) (the "District"), to authorize the levy of special taxes upon the land within the District, and to issue bonds secured by said special taxes the proceeds of which are to be used to acquire certain facilities (the "Facilities"), all as described in the Resolutions entitled "A Resolution of Formation of Community Facilities District No. 1989-2 (The Highlands), Authorizing the Levy of a Special Tax Within the District, Preliminarily Establishing an .Appropriations Limit for the District and Submitting Levy of the Special Tax and the Establishment of the Appropriations Limit to the Qualified Electors of the District" and 'A Resolution Determining the Necessity to Incur Bonded Indebtedness Within Community Facilities District No. 1989-2 (The Highlands) and Submitting Proposition to the Qualified Electors of the District", which resolutions were adopted on February 21, 1989; and WHEREAS, pursuant to said resolutions, an election was held within the District on February 21, 1989, and the qualified electors approved the propositions of the incurrence of the bonded debt and the levy of the special tax by more than two-thirds of the votes cast at said special election; and WHEREAS, there have been submitted to this City Council certain documents providing for the issuance, sale and delivery of bonds of the City for the District and the use of the proceeds of those bonds to acquire the Facilities and this City Council, with the aid of its staff, has reviewed said documents and found them to be in proper order; and WHEREAS, all conditions, things and acts 'required to exist, to have happened and to have been performed precedent to and in the issuance of said bonds and the levy of said special taxes as contemplated by this Resolution and the documents referred to herein exist, have happened and have been performed in due time, form and manner as required by the laws of the State of California, including the Act. NOW, THEREFORE, IT IS HEREBY ORDERED as follows: Section 1. Pursuant to the Act, this Resolution and the Fiscal Agent Agreement (hereafter defined), special tax bonds of the City for the District designated as "City of Anaheim, Community Facilities District No. 1989-2 (The Highlands) Series 1989-B ,qpee,]a] Tax Bonds" (the "Bonds") in an aggregate principal amount not to exceed $12,475,000 are hereby authorized to be issued. The Bonds shall be executed in the form set forth in and otherwise as provided in the Fiscal Agent Agreement. Section 2. The proposed Fiscal Agent Agreement (the "Fiscal Agent Agreement") with respect to the Bonds in the form presented to this City Council at this meeting, is hereby approved. The City Manager is hereby authorized and directed to execute and deliver the Fiscal Agent Agreement in substantially said form, with such additions thereto or changes therein as are approved by the City Manager upon consultation with the City Attorney, Bond Counsel and the City's Financial Advisor, including such additions or changes as are necessary or advisable in accordance with Section 7 hereof (provided that no additions or changes shall authorize an aggregate principal amount of Bonds in excess of $12,475,000, result in an initial true interest cost on the Bonds in excess of 10% per annum or result in an underwriter's discount in excess of 4% of the aggregate principal amount of the Bonds), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of the Fiscal Agent Agreement by the City Manager. The date, manner of payment, interest rate or rates, interest payment dates, denominations, form, registration privileges, manner of execution, place of payment, terms of redemption and other terms of the Bonds shall be as provided in the Fiscal Agent Agreement as finally executed. The terms and provisions of the Fiscal Agent Agreement are incorporated herein by this reference as ff fully set forth herein. Section 3. The proposed acquisition agreement (the "Acquisition Agreement") between the City and Presley of Southern California (or an entity related thereto as approved by the City Manager), in the form presented to this City Council at this meeting, is hereby approved. The City Manager is hereby authorized and directed to execute and deliver said Acquisition Agreement in substantially said form, with such additions thereto or changes therein as are recommended or approved by the City Manager upon consultation with the City Attorney, Bond Counsel and the City's~ Financial Advisor (including such additions or changes therein as are necessary or advisable in accordance with Section 7 hereof), the approval of such additions or changes to be conclusively evidenced by the execution and delivery of said Acquisition Agreement by the City Manager. Section 4. The City hereby covenants, for the benefit of the Bondowners, to commence and diligently pursue to completion any foreclosure action regarding delinquent installments of any amount levied as a special tax for the payment of interest or principal of the Bonds, said foreclosure action to be commenced and pursued as more completely set forth in the Fiscal Agent Agreement. Section 5. The Bonds, when executed, shall be delivered to the Fiscal Agent (as defined in the Fiscal Agent Agreement) for authentication. The Fiscal Agent is hereby requested and directed to authenticate the Bonds by executing the Fiscal Agent's certificate of authentication and registration appearing thereon, and to deliver the Bonds, when duly executed and authenticated, to the purchasers thereof in accordance with written instructions executed on behalf of the City by the City Manager, which instructions such officer is hereby authorized and directed to execute and deliver to the Fiscal Agent. Such instructions shall provide for the delivery of the Bonds upon payment of the purchase price therefor. -2- Section 6. An action to determine the validity of Bonds and these proceedings, the validity of any special taxes levied pursuant to the Act and these proceedings and any othar matter with respect to the District or the Bonds deemed advisable by bond counsel shall be brought pursuant to Chapter 9 (commencing with section 860) of Title 10 of Part 2 of the California Code of Civil Procedure or pursuant to other appropriate proceedings, which in the opinion of bond counsel are necessary, appropriate or desirable for the conduct of these proceedings and the issuance and sale of the Bonds. Section 7. All actions heretofore taken by the officers and agents of the City with respect to the establishment of the District and the sale and issuance of the Bonds are hereby approved, confirmed and ratified, and the proper officers of the City are hereby authorized and directed to do any and all things and take any and all actions and execute any and all certificates, agreements and other documents, which they, or any of them, may deem necessary or advisable in order to consummate the lawful issuance and delivery of the Bonds in accordance with this resolution, and any certificate, agreement, and other document described in the documents herein approved. Section 8. This resolution shall take effect from and after its adoption. -3- PASSED AND ADOPTED this 4th day of April, 1989. ATTEST: City -4- CLERK STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing Resolution No. 89R-98 was introduced and adopted at a regular meeting provided by law, of the City Council of the City of Anaheim held on the 4th day of April, 1989, by the following vote of the members thereof: AYES' NOES' COUNCIL MEMBERS' Daly, Ehrle, Pickler and Hunter COUNCIL MEMBERS- None ABSTAINED' COUNCIL MEMBERS' Kaywood ABSENT' COUNCIL MEMBERS' None AND I FURTHER CERTIFY that the Mayor of the City of Anaheim signed said Resolution No. 89R-98 on the 5th day of April, 1989. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Anaheim this 5th day of April, 1989. .CITY CLERK OF THE OF ANAHEIM (SEAH) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 89R-98 duly passed and adopted by the Anaheim City Council on April 4, 1989. ~,CITY CLERK OF THE CITY