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RES-1989-217llOOO 30 JHHW:P,rr:(.I 05 24 '89 J6887.1 RESOLUTION NO. 8 9 R- 217 A RESOLUTION APPROVING AND DIRECTING THE EXECUTION AND DELIVERY OF AN OFFICIAL STATEMENT AND PURCHASE CONTRACT RELATING TO COMMUNITY FACILITIES DISTRICT NO. 1989-2 (THE HIGHLANDS) SPECIAL TAX BONDS, AND A DISCLOSURE AGREEMENT, APPROVING AN AMENDED FISCAL AGENT AGREEMENT AND NOTICE OF SPECIAL TAX LIEN, APPROVING A REBATE SERVICES CONTRACT AND APPROVING OTHER RELATED DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH 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 (the "Special Taxes") upon land within the District, and to issue bonds (the "Bonds") secured by said Special Taxes; and WHEREAS, there has been submitted to this City Council a draft of an Official Statement which describes the Bonds (the "Official Statement") and a draft of a Purchase Contract (the "Purchase Contract") providing for the sale of the Bonds, and this City Council now desires to approve said agreements and authorize their execution and delivery in order to consummate the sale. issuance and delivery of the Bonds; and WHEREAS, there has been submitted to this City Council a form of Disclosure Agreement (the "Disclosure Agreement") which describes the Special Taxes to prospective owners of land within the District, and this City Council now desires to approve the Disclosure Agreement and authorize its execution and delivery; and WHEREAS, this City Council has heretofore approved a form of Fiscal Agent Agreement (the "Fiscal Agent Agreement") providing the terms and conditions of the Bonds to which changes have been made to more accurately describe the financing, and this City Council now desires to approve the Fiscal Agent Agreement as so revised; and WHEREAS, this City Council has heretofore directed the City Clerk to execute and cause to be recorded a Notice of Special Tax Lien (the "Notice") in the form required by Section 53328.3 of the Act and it has been determined that the Notice, as recorded, contained certain clerical errors such that this City Council now desires to direct the City Clerk to record an amended Notice in the form on file with the City Clerk; and WHEREAS, there has been submitted to this City Council a Rebate Services Contract (the "Rebate Contract") with Jones Hall Hill & White, A ~Professional Law Corporation ("Bond Counsel") relating to rebate computation services with respect to the Bonds and this City Council now desires to approve the Rebate Contract and authorize its execution and delivery; and WHEREAS, all conditions, things and acts required to exist, have happened and to have been performed precedent to and in the issuance of the Bonds and the levy of the Special Taxes as contemplated in the documents referred to in this Resolution 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: 1. The foregoing recitals are true and correct. 2. The Official Statement in the form presented to the City Council at this meeting is hereby approved. The City Manager is hereby authorized and directed, for and in the name of the City, to execute and deliver the Official Statement in said form, with such additions thereto or changes therein as are recommended or approved by such officer upon consultation with Bond Counsel, the City Attorney and the City's Financial Advisor, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the City of the Official Statement. The underwriter with respect to the Bonds is hereby authorized to distribute copies of said Official Statement to persons who may be interested in the purchase of the Bonds and is directed to deliver such copies to all actual purchasers of the Bonds. Distribution by the underwriter with respect to the Bonds of a preliminary official statement relating to the Bonds is hereby approved and authorized. 3. The Purchase Contract between the City and Stone & Youngberg in the form presented to the City Council at this meeting is hereby approved. The Finance Director of the City is hereby authorized and directed, for and in the name of the City, to execute and deliver the Purchase Contract in said form, with such additions thereto or changes therein as are recommended or approved by such officer upon consultation with Bond Counsel, the City Attorney and the City's Financial Advisor, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the City of the Purchase Contract; provided that no such additions or changes shall authorize the sale of Bonds in an aggregate principal amount in excess of $12,475,000, result in a true interest cost on the Bonds in excess of 8.5c~,, or authorize an underwriter's discount in excess of 2~ of the principal amount of the Bonds. The City Council hereby finds and determines that the sale of the Bonds by means of negotiated sale as contemplated by the Purchase Contract will result in a lower overall cost. 4. The Disclosure Agreement in the form presented to the City Council at this meeting is hereby approved. The City Manager is hereby authorized and directed, for and in the name of the City, to execute and deliver the Disclosure Agreement in said form, with such additions thereto or changes therein as are recommended or approved by such officer upon consultation with Bond Counsel, the City Attorney and the City's Financial Advisor, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the City of the Disclosure Agreement. -2- 5. The Fiscal Agent Agreement with respect to the Bonds in the revised form presented to the City Council at this meeting is hereby approved. The City Manager is hereby authorized and directed, for and in the name of the City, to execute and deliver the Fiscal Agent Agreement in said revised form, with such additions thereto or changes therein as are recommended or approved by such officer upon consultation with Bond Counsel. the City Attorney and the City's Financial Advisor, the approval of such additions or changes to be conclusively evidenced by the execution and delivery by the City of the revised Fiscal Agent Agreement. 6. The City Clerk is hereby authorized and directed to execute and cause to be recorded in the office of the County Recorder of the County of Orange the revised Notice in the form on file with the City Clerk, which revised Notice is hereby approved. 7. The Rebate Contract, in the form thereof presented to the City Council at this meeting is hereby approved. The Finance Director is hereby authorized and directed to execute and deliver the Rebate Contract for and in the name of the City. 8. All actions heretofore taken by the off~cers 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. In furtherance of the foregoing, the City Treasurer is hereby specifically authorized and directed to execute and deliver an Arbitrage Certificate and an Internal Revenue Service Form 8038-G with respect to the Bonds. The Finance Director is hereby specifically authorized to execute and deliver any certificate of the City required by the Purchase Contract and all such other closing certificates and documents which are necessary or appropriate to effect the lawful issuance and delivery of the Bonds. 9. This resolution shall take effect from and after its adoption. -3- PASSED AND ADOPTED this 6th day of June, 1989. ATTEST: City Clerk APPROVED AS TO FORM: JACK L. WHITE, CI,T"?'3.TT,~RNEY 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-217 was introduced and adopted at a regular meeting provided by law, of the City Council of the City of Anaheim held on the 6th day of June, 1989, by the following vote of the members thereof: AYES: COUNCIL MEMBERS: Daly, Ehrle, Pickler and Hunter NOES: COUNCIL MEMBERS: Kaywood ABSENT: COUNCIL MEMBERS: None AND I FURTHER certify that the Mayor of the City of Anaheim signed said Resolution No. 89R-217 on the 7th day of June, 1989. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of the City of Anaheim this 7th day of June, 1989. CITY CLERK OF THE CITY OF ANAHEIM ( SEAL) I, LEONORA N. SOHL, City Clerk of the City of Anaheim, do hereby certify that the foregoing is the original of Resolution No. 89R-217 duly passed and adopted by the Anaheim City Council on June 6, 1989. CITY CLERK OF THE CITY OF ANAHEIM