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RES-2022-021RESOLUTION NO. 2022- 0 21 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANAHEIM, AUTHORIZING THE EXECUTION AND DELIVERY OF A SCHEDULE TO THE MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT FOR THE ACQUISITION, FINANCING AND LEASING OF CERTAIN EQUIPMENT FOR THE PUBLIC BENEFIT WITHIN THE TERMS PROVIDED HEREIN; AUTHORIZING THE EXECUTION AND DELIVERY OF OTHER DOCUMENTS REQUIRED IN CONNECTION THEREWITH; AND AUTHORIZING ALL OTHER ACTIONS NECESSARY TO THE CONSUMMATION OF THE TRANSACTIONS CONTEMPLATED BY THIS RESOLUTION. WHEREAS, the City of Anaheim (the "Lessee "), a municipal corporation, duly organized and existing under the laws of the State of California, is authorized by the laws of the State of California to purchase, acquire and lease personal property (tangible and intangible) for the benefit of the Lessee and its inhabitants and to enter into contracts with respect thereto; and WHEREAS, the City Council has determined that a need exists for the acquisition, purchase and financing of certain property consisting of eight (8) Emergency Transport Ambulances and IT Equipment (collectively, the "Equipment") on the terms herein provided; and WHEREAS, the City Council on November 3, 2015 previously approved and authorized that certain Master Equipment Lease/Purchase Agreement with Banc of America Public Capital Corp (the "Lease'); and WHEREAS, in order to acquire such Equipment, the Lessee proposes to approve that certain Schedule of Property No. 4 and Schedule of Property No. 5 to the Master Equipment Lease/Purchase Agreement, including the form of Schedule of Property and the form of Rental Payment Schedule, attached thereto the (the "Additional Lease") with Banc of America Public Capital Corp (or one of its affiliates), as lessor (the "Lessor "), and the Escrow and Account Agreement (the "Escrow Agreement") by and among the Lessor, Lessee, and Bank of America, National Association, as Escrow Agent, substantially in the proposed form presented to the City Council at this meeting, and separate Schedules thereto substantially in the form attached to the Additional Lease and Escrow Agreement; and WHEREAS, the City Council deems it for the benefit of the Lessee and for the efficient and effective administration thereof to enter into the Lease, the Escrow Agreement and the Additional Lease and separate Schedules relating thereto from time to time as provided in the Agreements for the purchase, acquisition, financing and leasing of the Equipment to be therein described on the terms and conditions therein and herein provided; and WHEREAS, the Lease, the Escrow Agreement and the Additional Lease are hereinafter collectively referred to as the "Agreements. " NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANAHEIM AS FOLLOWS: Section 1. Findings and Determinations. It is hereby found and determined that the terms of the Agreements (including the form of Schedule of Property and the form of Rental Payment Schedule, attached thereto), in the form presented to the City Council at this meeting, are in the best interests of the Lessee for the acquisition, purchase, financing and leasing of the Equipment. Section 2. Approval of Documents. The form, terms and provisions of the Agreements (including the form of Schedule of Property and the form of Rental Payment Schedule, attached thereto) are hereby approved in substantially the forms presented at this meeting, with such insertions, omissions and changes as shall be approved by the Finance Director, Deputy Finance Director, City Clerk and City Attorney of the Lessee (the "Authorized Officials") executing the same, the execution of such documents being conclusive evidence of such approval. The Authorized Officials are each hereby authorized and directed to sign and deliver on behalf of the Lessee the Agreements, each Schedule thereto under which a separate Lease (as defined in the Agreements) is created, each Rental Payment Schedule attached thereto and any related exhibits attached thereto if and when required; provided, however, that, without further authorization from the City Council of the Lessee, (a) the aggregate principal component of Rental Payments under all Leases entered into pursuant to the Agreements shall not exceed $8,000,000.00; (b) the maximum term under any Lease entered into pursuant to the Agreements shall not exceed seven (7) years; and (c) the maximum interest rate used to determine the interest component of Rental Payments under each Lease shall not exceed the lesser of the maximum rate permitted by law or three and one-half percent (3.5%) per annum. The Authorized Officials may sign and deliver Leases to the Lessor on behalf of the Lessee pursuant to the Agreements on such terms and conditions as they shall determine are in the best interests of the Lessee up to the maximum aggregate principal component, maximum term and maximum interest rate provided above. The foregoing authorization shall remain in effect for a period of one year from the date hereof during which the Authorized Officials are authorized to sign and deliver Leases pursuant to the Agreements on the terms and conditions herein provided and to be provided in each such Lease. Section 3. Other Actions Authorized. The officers and employees of the Lessee shall take all action necessary or reasonably required by the parties to the Agreements to carry out, give effect to and consummate the transactions contemplated thereby (including the execution and delivery of Final Acceptance Certificates, Escrow Agreements and any tax certificate and agreement, as contemplated in the Agreements) and to take all action necessary in conformity therewith, including, without limitation, the execution and delivery of any closing and other documents required to be delivered in connection with the Agreements. Section 4. No General Liability. Nothing contained in this Resolution, the Agreements, any Lease, any Escrow Agreement nor any other instrument shall be construed with respect to the Lessee as incurring a pecuniary liability or charge upon the general credit of the Lessee or against its taxing power, nor shall the breach of any agreement contained in this Resolution, the Agreements, or any other instrument or document executed in connection therewith impose any pecuniary liability upon the Lessee or any charge upon its general credit or against its taxing power, 2 except to the extent that the Rental Payments payable under each Lease entered into pursuant to the Agreements are limited obligations of the Lessee, subject to annual appropriation, as provided in the Agreements. Section 5. Appointment of Authorized Lessee Representatives. The Finance Director and Deputy Finance Director are hereby designated to act as authorized representatives of the Lessee for purposes of the Agreements until such time as the City Council of the Lessee shall designate any other or different authorized representative for purposes of the Agreements.. Section 6. Severability. If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. Section 7. Effective Date. This Resolution shall be effective immediately upon its approval and adoption. THE FOREGOING RESOLUTION is approved and adopted by the City Council of the City of Anaheim this I" day of March, 2022, by the following roll call vote: AYES: Mayor Sidhu and Council Members O'Neil, Diaz, Ma'ae, Valencia, and Faessel NOES: None ABSENT: Council Member Moreno ABSTAIN: None CITY OFAANAHEIM MM OF ANAHEIM ATTE ERK OF THE CITY OF ANAHEIM 133.2 i CLERK'S CERTIFICATE STATE OF CALIFORNIA ) COUNTY OF ORANGE ) ss. CITY OF ANAHEIM ) I, THERESA BASS, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original Resolution No. 2022-021 adopted at a regular meeting provided by law, of the Anaheim City Council held on the 1 st day of March 2022 by the following vote of the members thereof: AYES: Mayor Sidhu and Council Members O'Neil, Diaz, Ma'ae, Valencia, and Faessel NOES: None ABSTAIN: None ABSENT: Council Member Moreno IN WITNESS WHEREOF, I have hereunto set my hand this 2nd day of March, 2022. LERK OF THE CITY OF ANAHEIM (SEAL)