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88-298CITY OF ANAHEIM RESOLUTION NO. 88R-298 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM, CALIFOPJqIA APPROVING THE FORM OF AMENDMENT NO. 6 TO THAT CERTAIN RA~VOLVING CREDIT AGREEI~ENT AMONG THE CITY OF ANAHEIM, BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION AND MORGAN GUAF~dqTY TRUST COMPANY OF NEW YOFJK WHEREAS, the City Council of the City of Anaheim (the "City") at its meeting on April 27, 1983, adopted a Resolution, des- ignated as Resolution No. 83R-170, approving the form of a Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, the City Council of the City at its meeting on August 28, 1984, adopted a Resolution, designated as Resolution No. 84R-332, approving the form of an Amendment No. 1 to Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, the city Council of the city at its meeting on November 6, 1984, adopted a Resolution, designated as Resolution No. 84R-442, approving the form of an Amendment No. 2 to Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, the City Council of the City at its meeting on October 22, 1985, adopted a Resolution, designated as Resolution No. 85R-456, approving the form of an Amendment No. 3 to Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, the City Council of the City at its meeting on September 2, 1986, adopted a Resolution, designated as Resolution No. 86R-388, approving the form of an Amendment No. 4 to Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, the City Council of the City at its meeting on December 15, 1987, adopted a Resolution, designated as Resolution 87R-520, approving the form of an Amendment No. 5 to Revolving Credit Agreement and authorizing the execution and delivery thereof; and WHEREAS, pursuant to the above-referenced actions of the City Council, the City and Bank of America National Trust and Savings Association ("Bank of America") have heretofore entered into a 94601.8.1080.06:1 Revolving Credit Agreement dated June 1, 1983, an Amendment No. 1 thereto dated September 19, 19~4, an Amendment No. 2 thereto dated November 6, 1984 and an Amendment No. ~ thereto dated July 1, 1985 and the city, Bank of America and Morgan Guaranty Trust Company of New York ("Morgan Guaranty") have heretofore entered into an Amendment No. 4 thereto dated September 12, 1986 and an Amendment No. 5 thereto dated January 12, 1984 (toqether, the "Revolving Credit Agreement"); and WHEREAS, the City Council of the City has determined that it is necessary and desirable that the City Council approve the form and authorize the execution and delivery of an Amendment No. 6 to Revolving Credit Agreement to be dated the date of delivery thereof; and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ANAHEIM DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS: SECTION 1. The form, terms and provisions of Amendment No. 6 to Revolving Credit Agreement, in substantially the form sub- mitted to this meeting, are hereby approved and adopted. The Mayor of the City and the City Clerk are hereby authorized and directed to, respectively, execute and deliver and attest and seal said Amendment No. 6 in substantially the form submitted to this meeting with such changes, insertions and omissions as the Mayor shall approve, such approval to be conclusively evidenced by his execution of such Amendment. SECTION 2. In Amendment No. 6 to the Revolving Credit Agreement, Bank of America and Morgan Guaranty will agree to the amendments of the Revolving Credit Agreement contained in said Amendment. The City Council hereby finds, determines and declares that said Amendment when executed and delivered will not adversely affect the rights of the holders of any of the City's outstanding Electric Revenue Anticipation Notes and Water Revenue Anticipation Notes who have not consented to said Amendment. SECTION 3. The City Council hereby authorizes the employ- ment of James J. Lowrey & Co. Incorporated to act as Financial Advisor, Mudge Rose Guthrie Alexander & Ferdon and Rourke & Woodruff to act as Co-Bond Counsel and Goldman, Sachs & Co. to act as Placement Agent in connection with the city's on-going issuance and sale of Electric Revenue Anticipation Notes and Water Revenue Anticipation Notes, on such terms and conditions as shall be approved by the Public Utilities General Manager. 94601.8.1080.06:1 -2- SECTION 4. This Reso lut ion shall be effective immediately. ADOPTED, SIGNED AND APPROVED this 26thday of July, 1988. Attest ~ ~ City Clerk 94601.8.1080.06:1 -3- 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. 88R-298 was introduced and adopted at a regular meeting provided by law, of the City Council of the City of Anaheim held on the 2Oth day of July, 1988, by the following vote of the members thereof: AYES: COUNCIL MEMBERS: Ehrle, Hunter, Kaywood, Pickler and Bay NOES: COUNCIL M~4BERS: None A~SENT: COUNCIL MEMBERS: None A~D i FURTNEK certify that the Mayor of the City of Anaheim signed said Resolution No. 88R-298 on the 27th day of July, 198~. IN WITNESS WHER>iOF, i have hereunto set my hand and affixed t~e seal of the City of Anaheim this 27th day of July, 198g. CITY CLERK OF THE CITY OF ANAHEIM (S~) i, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 88R-298 duly passed and adopted by the Anaheim City Council on July 26, 1988. L~ITY CLERK OF THE CITY OF ANAHEIM