ARA1982-022Proof of April 21 1982
Anaheim Redevelopment — 7675 -6 'WVM of Los Angeles, Inc. — (213) 742 -6600
RESOLUTION NO. ARA 82 -..22
A RESOLUTION OF THE ANAHEIM REDEVELOPMENT AGENCY AUTHOR-
IZING THE ISSUANCE OF $20,000,000 BONDS OF SAID AGENCY TO FI-
NANCE A PORTION OF THE COST OF A REDEVELOPMENT PROJECT
KNOWN AS REDEVELOPMENT PROJECT ALPHA.
WITExEAS, the Anaheim Redevelopment Agency is a redevelopment agency (a public body, corpo-
rate and politic) duly created, established and authorized to transact business and exercise its powers,
all under and pursuant to the Community Redevelopment Law (Part I of Division 24 of the Health
and Safety Code of the State of California) and the powers of such agency include the power to
issue bonds for any of its corporate purposes; and
WHEREAS, a redevelopment plan for a redevelopment project known and designated as "Rede-
velopment Project Alpha" has heretofore been adopted and approved and all requirements of law for,
and precedent to, the adoption and approval of said plan have been duly complied with; and
WHEREAS, said plan contemplates that the Agencv will issue its .bonds to finance a portion of the
cost of such redevelopment; and
WHEREAS, the Agency has heretofore issued its Redevelopment Project Alpha Tax Allocation
Bonds, Series A, in die principal amount of $30,000,000; and
WHEREAS, the Agencv has heretofore issued its Redevelopment Project Alpha Tax Allocation
Bonds, Series B, in the principal amount of $10,000,000; and
WHEREAS, the Agency deems it necessary to issue additional tax allocation bonds for the aforesaid
purpose;
Now, THEREFORE, the Anaheim Redevelopment Agency DoEs HEREBY RESOLVE as follows:
Section 1. Definitions. As used in this resolution the following terms shall have the following
meanings:
(a) "Bonds" or "bonds" means the $20,000,000 bonds authorized by this resolution.
~— (b) "Federal Securities" means United States Treasury notes, bonds, bills or certificates of
indebtedness or those for which the faith and credit of the United States are pledged for the
payment of principal and interest; obligations issued by banks for cooperatives, federal land banks,
federal intermediate credit banks, federal home loan banks, the Federal Home Loan Bank Board,
the Tennessee Valley Authority; all as and to the extent that such securities are eligible for the
legal investment of Agency funds.
(c) "Fiscal Agent" means the fiscal agent appointed by the Agency pursuant to Section 21
hereof, its successors and assigns, and any other corporation or association which may at any time
be substituted in its place, as provided in this resolution.
(d) "Fiscal year" means the year period beginning on July Ist and ending on the next
following June 30th.
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Anaheim Redevelopment — 7678 -6 TOWNE of Los Angeles, Inc. — (213) 742 -6600
(e) "Law" or "Redevelopment Law" means the Community Redevelopment Law of the
State of California as cited in the recitals hereof.
(f) "Maximum annual debt service" as computed from time to time under Sections 15 and
17 hereof means the largest of the sums obtained for each fiscal year thereafter during the life of
this issue by totaling the following for each such fiscal year:
(1) The principal amount of all Bonds and serial parity bonds payable in such fiscal
year and outstanding at the time of such computation;
(2) The principal amount of term parity bonds maturing or required to be paid during
such fiscal year and outstanding at the time of such computation; and
(3) The interest which would be due during such fiscal year on the aggregate principal
amount of Bonds and parity bonds which would be outstanding in such fiscal year if the
Bonds and serial parity bonds outstanding on the date of such computation are retired as
they mature and if the term parity bonds outstanding on the date of such computation are
retired pursuant to the applicable schedule of minimum term bond payments.
(g) `Parity bonds" means the Series A bonds and the Series B bonds referred to in the
recitals hereof and any additional tax allocation bonds issued by the Agency as permitted by
Section 15 of this resolution.
(h) "Paying Agent" means any paying agent provided by the Agency pursuant to this
resolution.
(i) "Redevelopment Agency" or "Agency" means the Anaheim Redevelopment Agency.
(j) "Redevelopment Plan" means the redevelopment plan for the Redevelopment Project Area
approved and adopted by Ordinance No. 3190 described in Section 16 hereof, and includes any
amendment of said plan heretofore or hereafter made pursuant to law.
(k) "Redevelopment Project" means the project of carrying out, pursuant to the Law, the
Redevelopment Plan for the Redevelopment Project Area.
(1) "Redevelopment Project Area" means the project area described and defined in said
Ordinance No. 3190, as heretofore or hereafter amended, which project area is known and
designated as "Redevelopment Project Alpha."
(m) "Tax Revenues" means that portion of taxes levied upon taxable property in the
Redevelopment Project Area (including all payments, reimbursements and subventions, if any,
specifically attributable to ad valorem taxes lost by reason of tax exemptions and tax rate
limitations), which is allocated to and paid into the Redevelopment Project Alpha Special Fund
pursuant to Article 6 of Chapter 6 of the Law and Section 16 of Article XVI of the Constitution
of the State of California, all as more particularly set forth hereafter in this resolution.
(n) "Treasurer" or "Treasurer of the Agency" means the officer who is then performing
the functions of Treasurer of the Agency.
Section 2. Amount, Issuance and Purpose of Bonds. Under and pursuant to said Law and under
and pursuant to this resolution Bonds of the Redevelopment Agency in the principal amount of
$20,000,000 shall be issued by the Agency for the purpose of financing a portion of the cost of the
Redevelopment Project and for other purposes related thereto as hereinafter provided.
Section 3. Nature of Bonds. The Bonds shall be and are special obligations of the Agency
and are secured by an irrevocable and first pledge of, and are payable as to both principal and
interest solely from, Tax Revenues and other funds as hereinafter provided. The Bonds and the
interest thereon shall not be paid from any proceeds from the sale, lease or other disposition of
property in the Project Area, nor shall the payment of such principal and interest be (a) secured by
W
Proof of April 23, 1982
Anaheim Redevelopment— 7678 -6 `BOWNE of Los Angeles, Inc. — (213) 742 -6600
any interest in property used or to be used in a trade or business or in payments in respect of such prop-
erty or (b) derived from payments in respect of property, or borrowed money, used or to be used in a
4 trade or business, within the meaning of Section 103 (b ) (2) (B) of the Internal Revenue Code, 1954, as
amended, and the regulations adopted thereunder. Said Bonds, the interest thereon, and any premiums
payable upon the redemption of any thereof, are not a debt of the City of Anaheim, the State of
California or any of its political subdivisions and neither said city, said state nor any of its political
subdivisions is liable on them, nor in any event shall said Bonds, interest or premiums be payable out of
any funds or properties other than those of the Agency as in this resolution set forth. Said Bonds do
not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation
or restriction. Neither the members of the Agency nor any persons executing the Bonds are liable
personally on the Bonds by reason of their issuance.
Said Bonds shall be and are equally secured by an irrevocable and first pledge of Tax Revenues
and other funds as hereinafter provided, without priority for number, date of sale, date of execution,
or date of delivery, except as expressly provided herein.
The validity of said Bonds is not and shall not be dependent upon the completion of the Redevel-
opment Project or upon the performance by anyone of his obligation relative to the Redevelopment
Project.
Nothing in this resolution shall preclude the redemption and payment of said Bonds prior to
maturity, or the payment thereof at maturity, from the proceeds of refunding bonds issued pursuant to
law. Nothing in this resolution shall prevent the Agency from making advances of its own funds how-
soever derived to any of the uses and purposes mentioned in this resolution.
Section 4. Description of Bonds. The Bonds shall be in the principal amount of $20,000,000, shall
be 4,000 in number, numbered C -1 to C -4000, inclusive, and shall be of the denomination of $5,000
each. Said bonds shall be designated REDEVELOPMENT PROJECT ALPHA TAX ALLOCATION
BONDS, SERIES C, shall be dated February 1, 1982, and shall mature on August 1 in each of the years
and in the amounts as follows:
Section 5. Interest. The Bonds shall bear interest at a rate or rates to be hereafter fixed by resolu-
tion, but not to exceed 1270 per annum, payable semiannually on February 1 and August 1 of each year.
Each Bond shall bear interest until the principal sum thereof has been paid; provided, however, that
if at the maturity date of any Bond, or if the same is redeemable and has been duly called for redemp-
tion then at the date fixed for redemption, funds are available for the payment or redemption thereof
in full accordance with the terms of this resolution, said Bond shall then cease to bear interest.
Principal
Principal
Ye
Amo
Ye
A m o unt
1983 ......................
$ 190,000
1995 ......................
$ 745,000
1984 ......................
215,000
1996 ......................
835,000
1985 .....................
240,000
1997 ......................
935,000
1986 ......................
270,000
1998 ......................
1,045,000
1987 ......................
300,000
1999 ......................
1,120,000
1988 ......................
335,000
2000 ....................
1,315,000
1989 ......................
375,000
2001 ......................
1,470,000
1990 ......................
425,000
2002 ..................
... 1,645,000
1991 ..................
... 475,000
2003 ......................
1,845,000
1992 ......................
530,000
2004 ......................
2,065,000
1993 ......................
595,000
2005 .................
.... 2,315,000
1994 ..............
.. .... 665,000
Section 5. Interest. The Bonds shall bear interest at a rate or rates to be hereafter fixed by resolu-
tion, but not to exceed 1270 per annum, payable semiannually on February 1 and August 1 of each year.
Each Bond shall bear interest until the principal sum thereof has been paid; provided, however, that
if at the maturity date of any Bond, or if the same is redeemable and has been duly called for redemp-
tion then at the date fixed for redemption, funds are available for the payment or redemption thereof
in full accordance with the terms of this resolution, said Bond shall then cease to bear interest.
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6
WWNE of Los Angeles, Inc. — (213) 742 -6600
Section 6. Place of Payment. The Bonds and the interest thereon shall be payable in lawful money
of the United States of America at the corporate agency division of the Fiscal Agent in Los Angeles,
California, or at the option of the holder, at the office of any Paying Agent of the Agency in Los
Angeles or San Francisco, California, or New York, New York.
Section 7. Execution of Bonds. The Bonds shall be signed on behalf of the Agency by its Chair-
man by his facsimile signature and by its Secretary by her manual signature, and the seal of the Agency
shall be impressed, imprinted or reproduced thereon. The interest coupons on said Bonds shall be
signed by said Secretary by her facsimile signature. The foregoing officers are hereby authorized and
directed to sign said Bonds and coupons in accordance with this section.
Section 8. Registration. The Bonds may be registered as to principal only or as to both principal
and interest and the form of registration of any registered Bond may be changed, or any registered
Bond may be discharged from registration, all in accordance with the provisions for registration con-
tained in the form of Bond set forth in Section 26 hereof.
Section 9. Redemption of Bonds. Bonds maturing on or prior to August 1, 1991 shall not be
subject to call and redemption prior to maturity. Bonds maturing on or after August 1, 1992 may be
called before maturity and redeemed at the option of the Agency, from any source of funds, on
August 1, 1991, or on any interest payment date thereafter prior to maturity, as a whole, or in part in
inverse order of maturity and by lot within each maturity, at a redemption price for each redeemed
Bond equal to the principal amount thereof, plus the following premium (percentage of par value) if
redeemed at the following times:
Redemption Dates Premiums
August 1, 1991 and February 1, 1992 ...........................
2
August 1, 1992 and February 1, 1993 ...........................
1 1 /2%
August 1, 1993 and February 1, 1994 ...........................
1 %
August 1, 1994 and February 1, 1995 ...........................
1 /270
August 1, 1995 and thereafter .. ...............................
0
Section 10. Notice of Redemption. Notice of the intended redemption shall be published by the
Fiscal Agent by one insertion in a newspaper of general circulation in The City of Los Angeles, Cali-
fornia and in a financial newspaper or journal of national circulation published in or near The City of
New York, New York, said publication to be at least 30 days but not more than 90 days prior to the
redemption date, provided that notice of redemption may be given and published earlier than said 90th
day if provision is made for the republication of said notice within the period above prescribed. The
notice of redemption shall (a) state the redemption date; (b) state the redemption price; (c) state the
numbers of the Bonds to be redeemed; provided, however, that if the call includes all of the outstanding
Bonds the number of the Bonds need not be stated; (d) require that such Bonds be surrendered with
all interest coupons maturing subsequent to the redemption date (except that no coupons need be
surrendered on Bonds registered as to both principal and interest) at the office of the Fiscal Agent or
at the office of any Paying Agent; and (e) give notice that further interest on such Bonds will not
accrue after the designated redemption date.
If any of the Bonds designated for redemption shall be registered, the Fiscal Agent shall, on or
before the date of publication of said notice of redemption, mail a similar notice, postage prepaid, to the
respective registered owners thereof at the addresses appearing on the bond registry books in the
office of the Fiscal Agent.
The actual receipt by the holder of any Bond (hereinafter referred to as "bondholder ") of notice
of such redemption shall not be a condition precedent to redemption, and failure to receive such notice
4
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BONNE of Los Angeles, Inc. — ( 213) 742 -6600
shall not affect the validity of the proceedings for the redemption of such Bonds or the cessation of
interest on the date fixed for redemption. The notice or notices required by this section shall be given
by the Fiscal Agent. A certificate by the Fiscal Agent that notice of call and redemption has been
given to holders of registered Bonds as herein provided shall be conclusive as against all parties, and
no bondholder whose registered Bond is called for redemption may object thereto or object to the
cessation of interest on the redemption date fixed by any claim or showing that he failed to receive
actual notice of call and redemption.
Section 11. Redemption Fund. Prior to the time the Agency determines to call and redeem any
of said Bonds there shall be established with the Fiscal Agent a redemption fund to be described or
known as Revedevelopment Project Alpha Tax Allocation Bonds, Series C, Redemption Fund (the
"Redemption Fund "), and prior to the publication of the notice of redemption the Fiscal Agent must
set aside in said Redemption Fund moneys available for the purpose and sufficient to redeem, at the
premiums payable as in this resolution provided, the Bonds designated in such notice of redemption.
Said moneys must be set aside in said fund solely for that purpose and shall be applied on or after the
redemption date to payment (principal and premium) for the Bonds to be redeemed upon presentation
and surrender of such Bonds and (except as to Bonds registered as to both principal and interest) all
interest coupons maturing after the redemption date, and shall be used only for that purpose. Any
interest payment or coupon due on or prior to the redemption date shall be paid from the Special Fund
described in Section 17 hereof, upon presentation and surrender thereof. Each Bond presented (if
unregistered or if registered as to principal only) must have attached thereto or presented therewith
all interest coupons maturing after the redemption date. If after all of the Bonds called have been
redeemed and cancelled or paid and cancelled there are moneys remaining in said Redemption Fund,
said moneys shall be transferred to the Special Fund; provided, however, that if said moneys are part
of the proceeds of refunding bonds said moneys shall be transferred to the fund created for the payment
of principal of and interest on such refunding bonds.
Section 12. Effects of the Notice of Redemption. When notice of redemption has been given,
substantially as provided in Section 10 hereof, and when the amount necessary for the redemption of
the Bonds called for redemption (principal and premium) is set aside for that purpose in the Redemp-
tion Fund, as provided in Section 11 hereof, the Bonds designated for redemption shall become due
and payable on the date fixed for redemption thereof, and, upon presentation and surrender of said
Bonds and (except as to Bonds registered as to both principal and interest) all interest coupons
maturing after the redemption date, at the place specified in the notice of redemption, such Bonds
shall be redeemed and paid at said redemption price out of the Redemption Fund, and no interest
will accrue on such Bonds called for redemption or on any interest coupons thereof after the redemption
date specified in such notice, and the holders of said Bonds so called for redemption after such redemp-
tion date shall look for the payment of such Bonds and the premium thereon only to the Redemption
Fund. All Bonds redeemed and all interest coupons thereof shall forthwith be cancelled by the Fiscal
Agent and shall not be reissued.
All interest coupons pertaining to any redeemed Bonds, which coupons have matured on or prior
to the time fixed for redemption, shall continue to be payable to the respective holders thereof but
without interest thereon. All unpaid interest payable at or prior to the date fixed for redemption upon
Bonds registered as to both principal and interest shall continue to be payable to the respective
registered owners of such Bonds, or their order, but without interest thereon.
Section 13. Funds. A special trust fund has heretofore been created, called the Redevelopment
Project Alpha Redevelopment Fund (the "Redevelopment Fund"), held by the Treasurer.
A special trust fund has heretofore been created, called the Redevelopment Project Alpha Special
Fund (the "Special Fund "), held by the Fiscal Agent.
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
So long as any of the Bonds herein authorized, or any interest thereon, remain unpaid, the moneys
in the foregoing funds shall be used for no purpose other than those required or permitted by this
resolution or any resolution providing for the issuance of parity bonds and the Law.
Section 14. Disposition of Bond Proceeds; Redevelopment Fund. The proceeds from the sale
of the Bonds shall be placed in the Redevelopment Fund, except for an amount sufficient to raise the
balance in the Special Fund to maximum annual debt service, which shall be transferred to the Fiscal
Agent and deposited in the Special Fund.
The moneys set aside and placed in the Redevelopment Fund shall remain therein until from time
to time expended solely for the purpose of financing a portion of the cost of the Redevelopment Project
and other costs related thereto, such other costs to include but not be limited to:
(a) Reimbursement to the City of Anaheim for prior advances made to the Agency in
connection with the Redevelopment Project;
(b) The cost of land acquisition, relocation benefits, site clearance, site improvements and
other costs which may not benefit the Redevelopment Project exclusively but which are necessary
to the redevelopment of the Redevelopment Project Area and the disposition of the land therein;
and
(c) The necessary expenses in connection with the issuance and sale of the Bonds.
If any sum remains in the Redevelopment Fund after the full accomplishment of the objects and
purposes for which said Bonds were issued, said sum shall be transferred to the Special Fund.
Section 15. Issuance of Additional Parity Bonds to Pay Project Costs. If at any time the Agency
determines that it will not have sufficient moneys available from other sources to pay the costs
of the Redevelopment Project, the Agency may provide for the issuance of, and sell, additional tax
allocation bonds, payable on a parity with the Bonds, in such principal amount as it estimates will be
needed for such purpose, subject to the following conditions precedent to such sale:
(a) The Agency shall be in compliance with all covenants set forth in this resolution.
(b) Tax Revenues received or to be received by the Agency based upon the most recent
assessed valuation of taxable property in the Redevelopment Project Area (as indicated by
records of the Assessor of Orange County) and upon the most recently established tax rates are at
least equal to (1) maximum annual debt service on all Bonds and parity bonds which will be
outstanding following the issuance of such additional bonds, or (2) 135 of the highest annual
principal and interest payments, including minimum term bond payments, on all outstanding
Bonds and parity bonds which will be due and payable in any one of the next three fiscal years
following the issuance of such additional bonds, whichever amount is greater.
(c) The resolution providing for such additional bonds shall require that from the proceeds
of such sale there shall be deposited in the Special Fund an amount sufficient to raise the balance
therein to a sum equal to maximum annual debt service on all Bonds and panty bonds which will
be outstanding following the issuance of such additional bonds, and that the balance of such
proceeds shall be deposited in the Redevelopment Fund to be used for the purposes specified in
Section 14 hereof.
(d) The additional bonds shall mature on August 1, and the interest thereon shall be payable
February 1 and August 1 of each year.
Section 16. Tax Revenues. As provided in the Redevelopment Plan pursuant to Article 6 of
Chapter 6 of the Law and Section 16 of Article XVI of the Constitution of the State of California, taxes
levied upon taxable property in the Redevelopment Project Area each year by or for the benefit of
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
the State of California, any city, county, city and county, district, or other public corporation (herein-
after sometimes called "taxing agencies ") after the effective date of the ordinance approving the
Redevelopment Plan (being Ordinance No. 3190 adopted by the City Council of the City of Anaheim
on July 19, 1973, which ordinance became effective on August 18, 1973) shall be divided as follows:
(1) That portion of the taxes which would be produced by the rate upon which the tax is
levied each year by or for each of said taxing agencies upon the total sum of the assessed value
of the taxable property in the Redevelopment Project Area as shown upon the assessment roll
used in connection with the taxation of such property by such taxing agency last equalized prior to
August 18, 1973 (being the effective date of Ordinance No. 3190 above referred to) shall be
allocated to and when collected shall be paid into the funds of the respective taxing agencies
as taxes by or for said taxing agencies on all other property are paid; and
(2) That portion of said levied taxes each year in excess of such amount shall be allocated
to and when collected shall be paid into the Special Fund.
The foregoing provisions of this section are a portion of the provisions of said Article 6 as applied
to the Bonds and shall be interpreted in accordance with said Article 6, and the further provisions
and definitions contained in said Article 6 are hereby incorporated herein by reference and shall apply.
The Tax Revenues (except that portion which the Agency may use pursuant to Section 17 hereof)
are hereby allocated and pledged in their entirety to the payment of the principal of, interest on, and
premiums payable upon redemption of, said Bonds and any parity bonds as in this resolution provided,
and until all of said Bonds and parity bonds, and all interest thereon, have been paid (or until moneys
for that purpose have been irrevocably set aside) the Tax Revenues shall be applied solely to the pay-
ment of said Bonds and parity bonds, the interest thereon, and premiums payable upon redemption
thereof, as in this resolution provided. Such allocation and pledge is for the exclusive benefit of the
holders of the Bonds and parity bonds and shall be irrevocable.
Section 17. Special Fund. The interest on and principal of the Bonds and any parity bonds shall
be paid by the Fiscal Agent from the Special Fund.
All Tax Revenues shall be deposited in the Special Fund. To the extent not required to pay interest
and principal on the Bonds and any parity bonds as the same become due, there shall be maintained in
the Special Fund an amount equal to the maximum annual debt service so long as any of the Bonds and
any parity bonds are outstanding. The Fiscal Agent, on or before each December 31, shall ascertain
the amount of Tax Revenues received or to be received by the Agency based upon the most recent
assessed valuation of taxable property in the Redevelopment Project Area (as indicated by records
of the Assessor of Orange County) and the most recently established tax rates, and shall (after
deducting therefrom the portion required to restore minimum balance to be retained as set forth above,
if any) estimate that portion of said Tax Revenues which will be in excess of 1257o of the amount of
principal and interest then due or to become due on the next following February 1 and August 1
(including minimum term bond payments) on the Bonds and on any parity bonds then outstanding,
and shall promptly notify the Agency of the excess portion so determined. The Agency may, by written
notice to the Fiscal Agent within 30 days after receipt of such notification, direct that an amount not
exceeding said excess portion be paid to the Agency, which amount may be used by the Agency
for any purpose authorized in the Law, and may direct the Fiscal Agent to pay all or any remaining
part of said excess portion to the Auditor- Controller of Orange County for payment into the funds of the
respective taxing agencies. Upon receipt of the Tax Revenues, the Fiscal Agent shall make such pay-
ment or payments as directed by the Agency.
Any moneys in the Special Fund on July 1, 1982 or on any July 1 thereafter, in excess of maximum
annual debt service plus the amount of principal (including minimum term bond payments) and
interest to become due on the next following August 1 and February 1 on the Bonds and on any
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Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
parity bonds then outstanding, may be used to purchase Bonds or parity bonds and commencing July 1,
1991, shall be used and applied to call and redeem the largest principal amount of outstanding Bonds
or parity bonds which can be called (including the payment of the applicable premium thereon) with
the moneys available therefor, provided said moneys are sufficient to redeem at least $25,000 principal
amount. Any such call and redemption shall be made in accordance with the provisions of Sections
9 to 12 hereof, inclusive.
Purchases of outstanding Bonds may be made by the Fiscal Agent at public or private sale as
and when and at such prices as the Fiscal Agent may in its discretion determine but only at prices
(including brokerage or other expenses) of not more than par plus accrued interest plus the premium
applicable at the next following call date according to the schedule set forth in Section 9 hereof,
and any accrued interest payable upon the purchase of Bonds may be paid from the amount reserved
in the Special Fund for the payment of interest on the next following interest date. Any Bonds so
purchased together with all unpaid interest coupons pertaining thereto shall be cancelled by the Fiscal
Agent forthwith and surrendered to the Agency and shall not be reissued.
The previous provisions of this section for the determination each year of the amount of moneys
available for purchase or redemption of Bonds shall not prevent the Fiscal Agent, if directed by the
Agency, from purchasing Bonds with moneys in the Special Fund in the manner hereinbefore provided,
on or after July 1, 1982, at any time or times during any year but any such purchases (except for accrued
interest) shall be made only with the portion of the then balance in said fund which is in excess of
maximum annual debt service plus the amount of principal (including minimum term bond payments)
and interest to become due on the then outstanding Bonds and any parity bonds on the next two
following interest payment dates.
Section 18. Deposit and Investment of Moneys in Funds. Subject to the provisions of Covenant 9
of Section 19 hereof, all moneys held by the Treasurer in the Redevelopment Fund and by the Fiscal
Agent in the Special Fund, except such moneys which are at the time invested, shall be held in time or
demand deposits in any bank or trust company authorized to accept deposits of public funds (including
the banking department of the Fiscal Agent) and shall be secured at all times by bonds or other
obligations which are authorized by law as security for public deposits, of a market value at least equal
to the amount required by law.
Moneys in the Redevelopment Fund may be from time to time invested by the Treasurer, and
moneys in the Special Fund may, and upon written request of the Agency shall, be invested by the
Fiscal Agent, in Federal Securities, subject to the following restrictions:
(a) Moneys in the Redevelopment Fund shall be invested only in obligations which will by
their terms mature not later than six months after the dates the Agency estimates the moneys
represented by the particular investment will be needed for withdrawal from such fund.
(b) Moneys in the Special Fund shall be invested only in obligations which will by their terms
mature on such dates as to insure that before each interest payment date there will be in such fund,
from matured obligations and other moneys already in such fund, cash equal to the interest and
principal (including minimum term bond payments) payable on such date with respect to the
Bonds and any parity bonds.
Obligations purchased as an investment of moneys in either of said funds shall be deemed at all
times to be a part of such fund and the interest accruing thereon and any gain realized from such
investment shall be credited to such fund and any loss resulting from any such authorized investment
shall be charged to such fund without liability to the Agency or the members and officers thereof or
to the Fiscal Agent. The Agency or the Fiscal Agent, as the case may be, shall sell at the best price
obtainable or present for redemption any obligation so purchased whenever it shall be necessary to
do so in order to provide moneys to meet any payment or transfer from such fund as required by this
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Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
resolution. For the purpose of determining at any given time the balance in any such fund any such
investment constituting a part of such fund shall be valued at the then estimated or appraised market
value of such investment.
Section 19. Covenants of the Agency. The Agency shall preserve and protect the security of the
Bonds and the rights of the bondholders and defend their rights against all claims and demands of all
persons. Until such time as an amount has been set aside sufficient to pay at maturity, or to call prior
to maturity, all outstanding Bonds, plus unpaid interest thereon to maturity, or to the call date, the
Agency will (through its proper members, officers, agents or employees) faithfully perform and abide
by all of the covenants, undertakings and provisions contained in this resolution or in any Bond issued
hereunder, including the following covenants and agreements for the benefit of the bondholders:
1. The Agency covenants and agrees that it will diligently carry out and continue to com-
pletion, with all practicable dispatch, the Redevelopment Project in accordance with its duty so
to do under and in accordance with the Law and the Redevelopment Plan and in a sound and
economical manner. The Redevelopment Plan may be amended as provided in the Law but no
amendment shall be made which would substantially impair the security of the Bonds or the
rights of the bondholders.
2. The Agency covenants and agrees that the proceeds of the sale of said Bonds will be
deposited and used as provided in this resolution and that it will manage and operate all properties
owned by it and comprising any part of the Redevelopment Project in a sound and businesslike
manner.
3. The Agency covenants and agrees that, except as permitted in Section 15 hereof, it will not
issue any other obligations payable, principal or interest, from the Tax Revenues which have, or
purport to have, any lien upon the Tax Revenues superior to or on a parity with the lien of the
Bonds herein authorized and the interest coupons pertaining thereto; provided, however, that
nothing in this resolution shall prevent the Agency from issuing and selling pursuant to law
refunding bonds or other refunding obligations payable from and having a first lien upon the
Tax Revenues if such refunding bonds or other refunding obligations are issued for the purpose
of, and are sufficient for the purpose of, refunding all of the Bonds authorized by this resolution
and then outstanding.
4. The Agency covenants and agrees that it will duly and punctually pay or cause to be paid
the principal of and interest on each of the Bonds issued hereunder together with the premium
thereon if any be payable on the date, at the place and in the manner provided in said Bonds
and the interest coupons pertaining thereto, solely from the Tax Revenues and other funds as
herein provided. The Agency further covenants that it shall comply with the requirements of
Section 33675 of the Law, including the annual filing of a "statement of indebtedness" with the
Auditor- Controller of Orange County.
5. The Agency covenants and agrees that it will from time to time pay and discharge, or
cause to be paid and discharged, all payments in lieu of taxes, service charges, assessments or other
governmental charges which may lawfully be imposed upon the Agency or any of the properties
then owned by it in the Redevelopment Project Area, or upon the revenues and income therefrom
and will pay all lawful claims for labor, material and supplies which if unpaid might become a lien
or charge upon any of said properties, revenues or income or which might impair the security of
the Bonds or the use of Tax Revenues or other funds to pay the principal of and interest thereon,
all to the end that the priority and security of said Bonds shall be reserved; provided that nothing
in this paragraph shall require the Agency to make any such payment so long as the Agency in
good faith shall contest the validity thereof.
r.,
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
6. The Agency covenants and agrees that it will at all times keep, or cause to be kept, proper
and current books and accounts (separate from all other records and accounts) in which complete
and accurate entries shall be made of all transactions relating to the Redevelopment Project and
the Tax Revenues and other funds herein provided for, and will prepare within 120 days after
the close of each of its fiscal years a complete financial statement or statements for such year in
reasonable detail covering such Redevelopment Project, Tax Revenues and other funds and
certified by a certified public accountant or firm of certified public accountants selected by the
Agency, and will furnish a copy of such statement or statements to any bondholder upon written
request.
7. The Agency covenants and agrees that if all or any part of the Redevelopment Project Area
should be taken from it, by eminent domain proceedings or other proceedings authorized by law,
for any public or other use under which the property will be tax exempt, the net proceeds realized
by the Agency therefrom will be deposited in the Special Fund and used and applied for the
purpose of paying principal of and interest on said Bonds and any parity bonds as in this resolution
provided.
8. The Agency covenants and agrees that it will not dispose of more than 10% of the land
area in the Redevelopment Project Area (except property shown in the Redevelopment Plan in
effect on the date this resolution is adopted as planned for public use) to public bodies or other
persons or entities whose property is tax exempt if as a result of such disposition the security of the
Bonds or the rights of the bondholders would be substantially impaired.
9. The Agency covenants that under no circumstances shall any initial investment, subsequent
investment or reinvestment of the proceeds of the Bonds be made in such a manner as to result in
the loss of exemption from federal income taxation of interest on the Bonds. Except as permitted
during "temporary periods" (as such term is defined in the Income Tax Regulations referred to
herein) by said Income Tax Regulations, the proceeds of the Bonds shall not be invested directly
or indirectly in taxable obligations so as to produce a yield which is materially higher than the
yield on the Bonds which results in the Bonds constituting "arbitrage bonds" within the meaning
of Section 103(c), Internal Revenue Code of 1954, as amended, and the Income Tax Regulations
issued thereunder; but such sums may be otherwise invested if and when such Section and any
regulations thereunder permit the investment to be made in the manner made without causing
the Bonds to become "arbitrage bonds."
Section 20. Taxation of Leased Property. Whenever any property in the Redevelopment Project
Area has been redeveloped and thereafter is leased by the Agency to any person or persons (other than
the City of Anaheim or any public instrumentality thereof), the property shall be assessed and taxed
in the same manner as privately owned property, as required by Section 33673 of the Law.
Section 21. Fiscal Agent and Paying Agents. The Agency hereby appoints Bank of America
National Trust and Savings Association as Fiscal Agent to act as the agent and depositary of the
Agency for the purpose of receiving Tax Revenues and other funds as provided in this resolution, to
hold, allocate, use and apply such Tax Revenues and other funds as provided in this resolution, and
to perform such other duties and powers of the Fiscal Agent as are prescribed in this resolution.
The Agency may remove the Fiscal Agent initially appointed or any successor thereto and in such
case shall forthwith appoint a successor thereto but any successor shall be a bank or trust company
doing business and having an office in The City of Los Angeles, having a combined capital and surplus
of at least $50,000,000. The Fiscal Agent herein appointed or any substituted Fiscal Agent may at
any time resign as such in writing filed with the Agency in which event the Agency shall forthwith
appoint a substitute Fiscal Agent and the resignation shall become effective upon such appointment.
in
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 `BOWNE of Los Angeles, Inc. — (213) 742 -6600
In the event that the Fiscal Agent or any successor becomes incapable of acting as such the Agency
shall forthwith appoint a substitute Fiscal Agent. Any bank or trust company into which the Fiscal
Agent may be merged or with which it may be consolidated shall become the Fiscal Agent without
action of the Agency. A Fiscal Agent may become the owner of any of the Bonds authorized by this
resolution or any of the coupons appurtenant thereto with the same rights it would have had if it were
not the Fiscal Agent.
The Fiscal Agent shall have no duty or obligation whatsoever to enforce the collection of or to
exercise diligence in the enforcement of the collection of funds assigned to it hereunder, or as to the
correctness of any amounts received, but its liability shall be limited to the proper accounting for
such funds as it shall actually receive.
The recitals of fact and all promises, covenants and agreements herein and in the Bonds of said
authorized issue contained shall be taken as statements, promises, covenants and agreements of the
Agency, and the Fiscal Agent assumes no responsibility for the correctness of the same, and makes no
representations as to the validity or sufficiency of this resolution or of the Bonds or coupons, and shall
incur no responsibility in respect thereof, other than in connection with the duties or obligations herein
or in the Bonds assigned to or imposed upon the Fiscal Agent. The Fiscal Agent shall not be liable
in connection with the performance of its duties hereunder, except for its own negligence or default.
The Agency shall, during the life of the Bonds, provide for Paying Agents in Los Angeles and San
Francisco, California, and New York, New York, at the office of which the Bonds and coupons are
payable at the option of the holder.
Section 22. Lost, Destroyed or Mutilated Bonds. In the event that any Bond or any interest
coupon pertaining thereto is lost, stolen, destroyed or mutilated, the Agency will cause to be issued a
new Bond or coupon similar to the original to replace the same in such manner and upon such reason-
able terms and conditions, including the payment of costs and the posting of a surety bond if the
Agency deems such surety bond necessary, as may from time to time be determined and prescribed
by resolution. The Agency may authorize such new Bond or coupon or coupons to be signed and
authenticated in such manner as it determines in said resolution.
Section 23. Cancellation of Bonds. All Bonds and coupons surrendered to the Fiscal Agent or any
Paying Agent for payment upon maturity or for redemption shall upon payment therefor be cancelled
immediately and forthwith transmitted to the Treasurer or destroyed at the direction of the Treasurer.
Section 24. Amendments without Consent of Bondholders. The Agency may, from time to time
and at any time, adopt such resolutions supplemental hereto as shall not be inconsistent with the terms
and provisions hereof (which supplemental resolutions shall thereafter form a part hereof),
(a) to cure any ambiguity or formal defect or omission in this resolution or in any supple-
mental resolution, or
(b) to grant to or confer upon the Fiscal Agent for the benefit of the bondholders any
additional rights, remedies, powers, authority or security that may lawfully be granted to or
conferred upon the bondholders or the Fiscal Agent.
Section 25. Amendments with Consent of Bondholders. This resolution, and the rights and obliga-
tions of the Agency and of the holders of the Bonds and coupons issued hereunder, may be modified
or amended at any time by supplemental resolution adopted by the Agency with the consent of bond-
holders holding at least 607o in aggregate principal amount of the outstanding Bonds, exclusive of
Bonds, if any, owned by the Agency or the City of Anaheim, and obtained as hereinafter set forth;
provided, however, that no such modification or amendment shall, without the express consent of the
holder or registered owner of the Bond affected, reduce the principal amount of any Bond, reduce the
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 TOWNE of Los Angeles, Inc. — (213) 742 -6600
interest rate payable thereon, advance the earliest redemption date, reduce the premium payable upon
redemption thereof, extend its maturity or the times for paying interest thereon or change the monetary
medium in which principal and interest is payable, nor shall any such modification or amendment
reduce the percentage of consent required for amendment or modification.
Any act done pursuant to a modification or amendment so consented to shall be binding upon the
holders of all of the Bonds and interest coupons, whether such coupons be attached to Bonds or de-
tached therefrom, and shall not be deemed an infringement of any of the provisions of this resolution or
of said Law, whatever the character of such act may be, and may be done and performed as fully and
freely as if expressly permitted by the terms of this resolution, and after such consent relating to such
specified matters has been given, no bondholder or holder of any interest coupon, whether attached to a
Bond or detached therefrom, shall have any right or interest to object to such action or in any manner
to question the propriety thereof or to enjoin or restrain the Agency or any officer thereof from taking
any action pursuant thereto.
If the Agency shall desire to obtain any such consent, it shall cause notice to be published in a
financial newspaper or journal of national circulation published in or near The City of New York, New
York. If any of the Bonds shall be registered, the Agency shall cause the Fiscal Agent to mail a similar
notice, postage prepaid, to the respective registered owners thereof at their addresses appearing on the
bond registry books.
Such notice shall briefly set forth the nature of the proposed supplemental resolution and shall
state that a copy thereof is on file at the office of the Fiscal Agent for inspection by all bondholders.
The Fiscal Agent shall not, however, be subject to any liability to any bondholders by reason of his
failure to mail the notice required by this section, and any such failure shall not affect the validity of
such supplemental resolution when consented to and approved as provided in this section.
Whenever at any time within one year after the date of the publication of such notice, the Agency
shall receive an instrument or instruments purporting to be executed by the holders of not less than
60% in aggregate principal amount of the Bonds then outstanding (exclusive of Bonds, if any, owned
by the Agency or the City of Anaheim), which instrument or instruments shall refer to the proposed
supplemental resolution described in such notice, and shall specifically consent to and approve the
adoption thereof in substantially the form of the copy thereof referred to in such notice as on file
with the Fiscal Agent, thereupon, but not otherwise, the Agency may adopt such supplemental
resolution in substantially such form, without liability or responsibility to any holder of any Bonds,
whether or not such holder shall have consented thereto.
Upon the adoption of any supplemental resolution pursuant to the provisions of this section, this
resolution shall be, and be deemed to be, modified and amended in accordance therewith, and the
respective rights, duties and obligations under this resolution shall thereafter be determined, exercised
and enforced hereunder, subject in all respects to such modifications and amendments.
12
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 TOWNE of Los Angeles, Inc. — (213) 742 -6600
Section 26. Bond and Coupon Forms. Said Bonds shall be issued as payable to bearer, shall be
issued in negotiable form and shall be negotiable, and the form of said Bonds and the interest coupons
attached thereto shall be substantially as follows:
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
ANAHEIM REDEVELOPMENT AGENCY
REDEVELOPMENT PROJECT ALPHA
TAX ALLOCATION BOND, SERIES C
No. C-
$5,000
The ANAHmm Rm)EVELopmENT AGENCY ( hereinafter sometimes called the "Agency ") , a public
body corporate and politic, duly organized and existing under the laws of the State of California,
for value received, hereby promises to pay (but solely from the funds hereinafter mentioned) to
the bearer or, if this bond be registered, to the registered owner hereof, on August 1, .... (subject
to right of prior redemption as hereinafter stated), upon presentation and surrender of this bond,
the sum of FIVE THOUSAND DOLLARS ($5,000), with interest thereon (payable solely from
said funds) from the date hereof at the rate of ... % per annum, interest payable semiannually
on the first day of February and the first day of August of each and every year until this bond is
paid, upon presentation and surrender of the respective interest coupons hereto attached; provided,
however, that if at the maturity date of this bond or, if the same is redeemable and is duly called
for redemption then at the date fixed for redemption, funds are available for payment or redemp-
tion thereof, as provided in the resolution hereinafter mentioned, this bond shall then cease to
bear interest: Both principal and interest are payable in lawful money of the United States of
America at the corporate agency division of Bank of America National Trust and Savings Associa-
tion, Fiscal Agent for the Agency, in Los Angeles, California, or, at the option of the holder hereof,
at the office of any Paying Agent of the Agency in Los Angeles or San Francisco, California,
or New York, New York.
This bond, the interest thereon, or any premium payable upon the redemption thereof, are
not a debt of the City of Anaheim, the State of California or any of its political subdivisions and
neither said city, said state nor any of its political subdivisions is liable thereon, nor in any event
shall this bond or said interest or premiums be payable out of any funds or properties other than
the funds of the Agency hereinafter mentioned. This bond does not constitute an indebtedness
within the meaning of any constitutional or statutory debt limitation or restriction. Neither the
members of the Agency nor any persons executing this bond are liable personally on this bond by
reason of its issuance.
This bond is one of a duly authorized issue of bonds of the Agency designated "Redevelop-
ment Project Alpha Tax Allocation Bonds, Series C" (the "bonds ") limited in aggregate principal
amount to $20,000,000, all of like tenor (except for bond numbers and maturity dates and
differences, if any, in interest rate) and all of which have been issued pursuant to and in full
conformity with the Constitution and laws of the State of California and particularly the Com-
munity Redevelopment Law (Part 1 of Division 24 of the Health and Safety Code of the State of
California) for the purpose of financing a portion of the cost of the redevelopment project above
designated, and are authorized by and issued pursuant to Resolution No. ARA 82 -.. (hereinafter
called "the resolution ") adopted by the Agency on April .. , 1982, and all of the bonds are equally
secured in accordance with the terms of the resolution, reference to which is hereby made for a
specific description of the security therein provided for said bonds, for the nature, extent and
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 `BOWNE. of Los Angeles, Inc. — (213) 742 -6600
manner of enforcement of such security, for the covenants and agreements made for the benefit of
the bondholders, and for a statement of the rights of the bondholders, and by the acceptance of this
bond the holder thereof and of the coupons attached hereto assents to all of the terms, conditions
and provisions of said resolution. In the manner provided in the resolution, said resolution and
the rights and obligations of the Agency and of the holders of said bonds and coupons, may (with
certain exceptions as stated in said resolution) be modified or amended with the consent of the
holders of 6017c in aggregate principal amount of outstanding bonds, exclusive of bonds owned by
the Agency or the City of Anaheim.
The principal of this bond, the interest thereon, and any premium payable upon redemption
thereof are secured by an irrevocable and first pledge of, and are payable solely from, the Tax
Revenues (as such term is defined in said resolution) and other funds, all as more particularly
set forth in the resolution.
If this bond matures on or after August 1, 1992, it is callable and redeemable prior to maturity
in accordance with the provisions for redemption endorsed hereon.
This bond and the coupons attached hereto are negotiable instruments and shall be negotiable
by delivery. This bond may be registered as to principal only or as to both principal and interest,
in accordance with the provisions for registration endorsed hereon.
It is hereby recited, certified and declared that any and all acts, conditions and things required
to exist, to happen and to be performed precedent to and in the issuance of this bond exist, have
happened and have been performed in due time, form and manner as required by the Constitution
and statutes of the State of California.
IN WrrNEss WHEREOF, the Anaheim Redevelopment Agency has caused this bond to be
signed on its behalf by its Chairman by his facsimile signature and by its Secretary and the seal
of said Agency to be impressed, imprinted or reproduced hereon, and the interest coupons hereto
attached to be signed by said Secretary by her facsimile signature and this bond to be dated the
first day of February, 1982.
Signed by: Ben Bay
(SEAL)
Chairman of the Anaheim
Redevelopment Agency
_Signed by: Linda D. Roberts
Secretary of the Anaheim
Redevelopment Agency
I
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 SOWNE of Los Angeles, Inc. — (213) 742 -6600
( Coupon Form)
0
On the first day of ......... 19.
The ANAHEIM REDEVELOPMENT AGENCY will pay to bearer, at the
corporate agency division of Bank of America National Trust and Savings
Association, Fiscal Agent for the Agency, in Los Angeles, California or at Coupon No.
the option of the holder hereof, at the office of any Paying Agent of the
Agency in Los Angeles or San Francisco, California, or New York, New York,
solely out of the funds mentioned in the bond to which this coupon is attached,
the sum shown hereon in lawful money of the United States of America, being $ .... .....
the semiannual interest then due on its REDEVELOPMENT PROJECT
ALPHA TAX ALLOCATION BOND, SERIES C, dated February 1, 1982,
subject to the provisions on the reverse hereof. No. C- ..... .
Secretary of the Anaheim
Redevelopment Agency
(Reverse of Coupon)
If the bond to which this coupon is attached is redeemable and is duly called for redemption on
a date prior to the maturity date of this coupon, this coupon will be void.
PROVISIONS FOR REDEMPTION
If this bond matures on or after August 1, 1992, it is redeemable in the manner and subject to the
terms and provisions, and with the effect, set forth in the resolution of the Anaheim Redevelopment
Agency referred to on the face of this bond, at the option of said Agency, on August 1, 1991, or on any
interest payment date thereafter prior to maturity, upon at least 30 days' prior notice published in a
newspaper in The City of Los Angeles, California, and in a financial newspaper or joumal of national
circulation published in or near The City of New York, New York, and if this bond is registered, upon
the mailing of a similar notice to the registered owner hereof, at a redemption price equal to the
principal amount thereof plus the following premiums (percentage of par value) if redeemed at the
following times:
Redemption Dates
Pre mium
August 1, 1991 and February 1, 1992 .......................... 2
August 1, 1992 and February 1, 1993 .......................... 1 1 /27o
August 1, 1993 and February 1, 1994 .......................... 1
August 1, 1994 and February 1, 1995 .......................... 1 /2
August 1, 1995 and thereafter .. ............................... 0 %
PROVISIONS FOR REGISTRATION
This bond may be registered in the name of any person as the registered owner hereof either as to
principal only or as to both principal and interest, and, if registered in either of said forms may be
changed to registration in the other of said forms or discharged from registration.
Each registration, transfer after registration, change of form of registration, or discharge from
registration of this bond shall be entered by the Fiscal Agent in books kept by it for the purpose and
1K
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — ( 213) 742 -6600
noted by it in the registration blank below. Upon registration as to both principal and interest, all
unmatured coupons pertaining hereto shall be surrendered to the Fiscal Agent and may be preserved
or cancelled in his discretion.
So long as this bond is registered no transfer hereof shall be valid for any purpose unless made
by the registered owner and entered and noted as herein provided, and the principal hereof and any
redemption premium shall be payable only to the registered owner or to his order. Interest on this
bond, if registered as to both principal and interest, shall be payable to the person whose name appears
upon the registry books as the registered owner hereof at the close of business on the tenth day pre-
ceding the interest payment date, or to his order. If this bond is registered as to both principal and
interest and its registration is changed to registration as to principal only, or if it is discharged from
registration, there shall be attached hereto coupons representing interest hereon to become due there-
after to the date of maturity hereof. In lieu thereof, and upon surrender and cancellation hereof, the
Fiscal Agent in his discretion may cause to be issued by the Agency in exchange therefor a new bond,
with such coupons attached, identical with this bond, except for the previous notations on the registra-
tion blank hereon, and except that the signatures on the new bond shall be those of the persons
holding the offices at the time of affixing such signatures. The first such issuance of a new bond or
new coupons shall be made without charge (except for any tax or other governmental charge), and
thereafter any such issuance shall be at the expense of the registered owner.
Each discharge hereof from registration shall be effected by an entry on the registry books, and
a notation in the blank below, that this bond is payable to bearer, whereupon this bond shall become
an unregistered bearer instrument, negotiable by delivery as if it had never been registered. Each
request for registration, transfer, change or discharge must be in form satisfactory to the Fiscal Agent
and must be made in writing, signed by the registered owner, or by his agent duly authorized in
writing, or by the bearer, as the case may be.
Date of In Whose Name Manner of Signature of
Registration Registered Registration Fiscal Agent
Section 27. Temporary Bonds. Any Bonds issued under this resolution may be initially issued in
temporary form exchangeable for definitive Bonds. The temporary Bonds may be printed, lithographed
or typewritten, shall be of such denominations as may be determined by the Agency, shall be without
coupons and may contain such reference to any of the provisions of this resolution as may be appropri-
ate. Every temporary Bond shall be executed and sealed by the Agency in substantially the same
manner as provided in Section 7 hereof. If the Agency issues temporary Bonds it will execute and
furnish definitive Bonds without delay and thereupon the temporary Bonds may be surrendered for
cancellation at the principal office of the Fiscal Agent in Los Angeles, California, and the Fiscal Agent
shall deliver in exchange for such temporary Bonds an equal aggregate principal amount of definitive
Bonds of the same interest rates and maturities. Until so exchanged, the temporary Bonds shall be
entitled to the same benefits under this resolution as definitive Bonds issued hereunder.
Section 28. Proceedings Constitute Contract. The provisions of this resolution, of the resolutions
providing for the sale of the Bonds and awarding the Bonds and fixing the interest rates thereon, and of
any other resolution supplementing or amending this resolution and adopted prior to the issuance of
the Bonds hereunder, shall constitute a contract between the Agency and the bondholders and the
provisions thereof shall be enforceable by any bondholder for the equal benefit and protection of all
bondholders similarly situated by mandamus, accounting, mandatory injunction or any other suit,
action or proceeding at law or in equity that is now or may hereafter be authorized under the laws of
113
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
the State of California in any court of competent jurisdiction. Said contract is made under and is to
be construed in accordance with the laws of the State of California.
No remedy conferred hereby upon any bondholder is intended to be exclusive of any other remedy,
but each such remedy is cumulative and in addition to every other remedy and may be exercised
without exhausting and without regard to any other remedy conferred by the Redevelopment Law or
any other law of the State of California. No waiver of any default or breach of duty or contract by
any bondholder shall affect any subsequent default or breach of duty or contract or shall impair any
rights or remedies on said subsequent default or breach. No delay or omission of any bondholder
to exercise any right or power accruing upon any default shall impair any such right or power or
shall be construed as a waiver of any such default or acquiescence therein. Every substantive right
and every remedy conferred upon the bondholders may be enforced and exercised as often as may
be deemed expedient. In case any suit, action or proceeding to enforce any right or exercise any
remedy shall be brought or taken and should said suit, action or proceeding be abandoned, or be
determined adversely to the bondholders, then, and in every such case, the Agency and the bond-
holders shall be restored to their former positions, rights and remedies as if such suit, action or
proceeding had not been brought or taken.
After the issuance and delivery of the Bonds this resolution and supplementary resolutions thereto
shall be irrepealable, but shall be subject to modification or amendment to the extent and in the
manner provided in this resolution, but to no greater extent and in no other manner.
Section 29. Defeasance. If the Agency shall pay or cause to be paid, or shall have made provisions
to pay, or there shall have been set aside in trust funds to pay, to the holders of the Bonds and coupons,
the principal and interest, and premium, if any, to become due thereon, then the pledge of the Tax
Revenues and all other rights granted hereby, shall thereupon cease, terminate and become void and
be discharged and satisfied.
Bonds or coupons for the payment and discharge of which upon maturity, or upon redemption
prior to maturity, provision has been made through the setting apart in a reserve fund or special trust
account created pursuant to this resolution or otherwise to insure the payment thereof, of money
sufficient for the purpose or through the irrevocable segregation for that purpose in some sinking fund
or other fund or trust account of moneys sufficient therefor, including, but not limited to, investment
income earned or to be earned on direct obligations of the United States of America or bonds or other
obligations for which the full faith and credit of the United States of America are pledged for the
payment of principal and interest, shall, as provided herein, no longer be deemed to be outstanding and
unpaid; provided, however, that if any such Bonds are to be redeemed prior to maturity thereof,
the Agency shall have taken all action necessary to redeem such Bonds and notice of such redemption
shall have been duly given or provision made for the giving of such notice; and provided, further, that,
if the maturity or redemption date of any such Bond shall not have arrived, provision shall have been
made by the Agency by deposit, for the payment to the holder of any such Bonds and coupons, upon
surrender thereof, whether or not prior to maturity or redemption date thereof, of the full amount
to which they would be entitled by way of principal, premium, if any, or interest to the date of such
maturity or redemption, including in the computation of said full amount any income to be earned by
way of investment of said deposit, as provided below, and provision shall have been made by the
Agency, for the publication, in a financial newspaper or journal published in or near The City of
New York, New York, of a notice to the holders of such Bonds and coupons that such moneys are
available for such payment.
Moneys held for payment or redemption in accordance with the provisions of this section shall be
invested in direct obligations of the United States of America, or bonds or other obligations for which
the full faith and credit of the United States of America are pledged for the payment of principal and
interest, to mature or be withdrawable, as the case may be, not later than the time when needed for
17
Proof of April 23, 1982
Anaheim Redevelopment — 7678 -6 BOWNE of Los Angeles, Inc. — (213) 742 -6600
such payment or redemption. Net income earned on such investments may be paid to the Agency or
may be used for the payment or redemption of Bonds and to the extent permitted by law may be
considered as adequate provision for payment.
Section 30. Severability. If any covenant, agreement or provision, or any portion thereof, con-
tained in this resolution, or the application thereof to any person or circumstances, is held to be
unconstitutional, invalid or unenforceable, the remainder of this resolution and the application of
any such covenant, agreement or provision, or portion thereof, to other persons or circumstances,
shall be deemed severable and shall not be affected, and this resolution and the Bonds issued pursuant
hereto shall remain valid and the bondholders shall retain all valid rights and benefits accorded to
them under this resolution and the Constitution and laws of the State of California. If the provisions
relating to the appointment and duties of a Fiscal Agent are held to be unconstitutional, invalid or
unenforceable, said duties shall be performed by the Treasurer.
Section 31. Effective Date. This resolution shall take effect upon adoption.
APPROVED AND ADOPTED this 27th day of April, 1982.
Chairman of the Anaheim
Redevelopment Agency
Attest:
� 0& r
Secretary of the Anaheim
Redevelopment Agency
(Seal)
18
Proof of April 23, _ Z
Anaheim Redevelopment — 7678 -6
`BONNE of Los Angeles, Inc. — (213) 742 -6600
NOTICE INVITING BIDS ON
$20,000,000 TAX ALLOCATION BONDS OF THE
ANAHEIM REDEVELOPMENT AGENCY
NOTICE IS HEREBY GIVEN that sealed proposals for
the purchase of $20,000,000 par value tax allocation bonds of
the Anaheim Redevelopment Agency will be received by said
Agency at the place and up to the time below specified.
TIME: Tuesday, May 18, 1982
10:00 o'clock A.M.
PLACE: Council Chambers
Civic Center, 1st Floor
200 South Anaheim Boulevard
Anaheim, California
MAILED BIDS: Mailed bids should be addressed to:
Anaheim Redevelopment Agency
c/o Linda D. Roberts, Secretary
Civic Center
Second Floor
200 South Anaheim Boulevard
Anaheim, California 92805
IF NO LEGAL BID OR IF NO SATISFACTORY BID
IS RECEIVED ON OR BEFORE MAY 18, BIDS WILL BE
ACCEPTED AT THE SAME TIME AND PLACE ON
TUESDAY, JUNE 1, 1982.
OPENING OF BIDS: The bids will be opened at the time
and place shown above and will be
presented to the Agency at its meeting to be held later on the
same date at the same place.
ISSUE: $20,000,000 designated "Redevelopment Project
Alpha Tax Allocation Bonds, Series C," consisting
of 4,000 bonds, numbered C -1 to C -4000, both inclusive, of
the denomination of $5,000 each, dated February 1, 1982.
MATURITIES: The bonds will mature in consecutive nu-
merical order on August 1" in the amounts
for each of the several years as follows:
REDEMPTION: The bonds maturing on or prior to August 1,
1991, shall not be subject to call or redemp-
tion prior to maturity. The bonds maturing on or after August
1, 1992, may be called before maturity and redeemed at the
option of the Agency on August 1, 1991, or on any interest
payment date thereafter prior to maturity, from any source of
funds, as a whole or in part in inverse order of maturity and
by lot within a maturity, at the following premiums (per-
centage of par value) :
Redem Dates Premiu
August 1, 1991 and February 1, 1992 2 %
August 1, 1992 and February 1, 1993 .... 1%%
August 1, 1993 and February 1, 1994 . .. 1 %
August 1, 1994 and February 1, 1995 .. 1 h %
August 1, 1995 and thereafter ......... 0 %
PURPOSE The bonds are to be issued by the Agency
OF ISSUE: under and pursuant to the Community Rede-
velopment Law of the State of California
(Part 1 of Division 24 of the Health and Safety Code) to aid
in financing a redevelopment project in the City of Anaheim,
known as Redevelopment Project Alpha.
SECURITY: The bonds are payable, both principal and in-
terest, solely from Tax Revenues (as defined in
the Resolution) and from certain other limited funds as pro-
vided in the Resolution. The bonds are not obligations of the
City of Anaheim or the State of California.
BOND INSURANCE: The Agency has applied to both the
American Municipal Bond Assurance
Corporation, an insurance corporation in the City of New York
( "AMBAC "), and the Municipal Bond Insurance Association,
an insurance corporation in White Plains, New York ( "MBIA "),
for qualification of the bonds for debt service insurance. Notice
of such insurance, if obtained, will be conveyed to bidders by
an appropriate means.
INTEREST: The bonds shall bear interest at a rate or rates
to be fixed upon the sale thereof but not to
exceed 12% per annum, payable semiannually on February 1
and August 1.
PAYMENT: Said bonds and the interest thereon are payable
in lawful money of the United States of Amer-
ica at the corporate agency division of Bank of America Na-
tional Trust and Savings Association, Fiscal Agent for the
Agency, in Los Angeles, California, or, at the option of the
holder, at the office of any Paying Agent of the Agency in
Los Angeles or San Francisco, California, or New York, New
York.
REGISTRATION: The bonds will be coupon bonds regis-
trable as to principal only or as to both
principal and interest, and the form of registration may be
changed, and any registered bond may be discharged from
registration, all in the manner and with the effect set forth in
the resolution providing for the issuance of the bonds (herein-
after referred to as the "Resolution') adopted on April .. ,
1982.
Award: The bonds shall be sold for cash only. All bids must
be for not less than all of the bonds hereby offered
for sale and each bid shall state that the bidder offers accrued
interest to the date of delivery, the purchase price, which shall
not be less than 95% of par (including the debt service insur-
ance premium, if such insurance is specified in the bid, as set
forth below), and the interest rate or rates at which the bidder
offers to buy the bonds. Each bidder shall state in his bid the
total net interest cost in dollars and the average net interest rate
determined thereby, which shall be considered informative only
and not a part of the bid.
Highest Bidder; Bond Printing: The bonds will be awarded to
the highest responsible bidder
or bidders considering the interest rate or rates specified and
the premium or discount offered, if any. The highest bid will
be determined by deducting the amount of the premium bid
(if any) from, or adding the amount of the discount (if any)
to, the total amount of interest which the Agency would be
required to pay from the date of said bonds to the respective
maturity dates thereof at the coupon rate or rates specified in
the bid, and the award will be made to the bidder or bidders
Principal
Principal
TERMS OF SALE
Year
Amo unt
Year
Amo
Interest Rate: The maximum rate bid may not exceed 12%
1983 ....
$ 190,000
1995
$ 745,000
per annum, payable semiannually. Each rate
1984 ....
215,000
....
1996 ....
835,000
bid must be a multiple of % or 1/20 of 1 %. No bond shall bear
1985 ....
240,000
1997 ....
935,000
more than one interest rate, and all bonds of the same maturity
1986
270,000
1998 ....
1,045,000
shall bear the same rate. Each bond must bear interest at the
1987 ....
300,0
1999 ....
1,120,000
rate specified in the bid from its date to its fixed maturity
1988 ....
335,000
2000 ....
1,315,000
date. Only one ooupon will be attached to each bond for each
1989 ....
375,000
2001 ....
1,470,000
installment of interest thereon, and bids providing for addi-
1990 ....
425,000
2002 ....
1,645,000
tional or supplemental coupons will be rejected. The rate on
1991 ....
475,000
2003 ....
1,845,000
any maturity or group of maturities shall not be more than
1992 ....
1993 ....
530,000
595,000
2004 ....
2005
2,065,000
2,315,000
1 %% higher than the interest rate on any other maturity or
1994 ....
665,000
....
group of maturities.
INTEREST: The bonds shall bear interest at a rate or rates
to be fixed upon the sale thereof but not to
exceed 12% per annum, payable semiannually on February 1
and August 1.
PAYMENT: Said bonds and the interest thereon are payable
in lawful money of the United States of Amer-
ica at the corporate agency division of Bank of America Na-
tional Trust and Savings Association, Fiscal Agent for the
Agency, in Los Angeles, California, or, at the option of the
holder, at the office of any Paying Agent of the Agency in
Los Angeles or San Francisco, California, or New York, New
York.
REGISTRATION: The bonds will be coupon bonds regis-
trable as to principal only or as to both
principal and interest, and the form of registration may be
changed, and any registered bond may be discharged from
registration, all in the manner and with the effect set forth in
the resolution providing for the issuance of the bonds (herein-
after referred to as the "Resolution') adopted on April .. ,
1982.
Award: The bonds shall be sold for cash only. All bids must
be for not less than all of the bonds hereby offered
for sale and each bid shall state that the bidder offers accrued
interest to the date of delivery, the purchase price, which shall
not be less than 95% of par (including the debt service insur-
ance premium, if such insurance is specified in the bid, as set
forth below), and the interest rate or rates at which the bidder
offers to buy the bonds. Each bidder shall state in his bid the
total net interest cost in dollars and the average net interest rate
determined thereby, which shall be considered informative only
and not a part of the bid.
Highest Bidder; Bond Printing: The bonds will be awarded to
the highest responsible bidder
or bidders considering the interest rate or rates specified and
the premium or discount offered, if any. The highest bid will
be determined by deducting the amount of the premium bid
(if any) from, or adding the amount of the discount (if any)
to, the total amount of interest which the Agency would be
required to pay from the date of said bonds to the respective
maturity dates thereof at the coupon rate or rates specified in
the bid, and the award will be made to the bidder or bidders
Proof of April 23, . 32
Anaheim Redevelopment — 7678 -6
offering the lowest net interest cost to the Agency. The pur-
chaser must pay accrued interest (computed on a 360 -day year
basis) from the date of the bonds to the date of delivery. The
cost of printing the bonds will be borne by the Agency. Should
the bonds be eligible for debt service insurance and such insur-
ance is specified by the bidder, any insurance premium will be
paid by the Agency.
Right of The Agency reserves the right, in its discretion, to
Rejection: reject any and all bids and to the extent not
prohibited by taw to waive any irregularity or
informality in any bid.
Prompt The Agency will take action awarding the bonds
AAwar - or rejecting all bids not later than 26 hours after
the time herein prescribed for the receipt of pro-
posals; provided that the award may be made after the expira-
tion of the specified time if the bidder shall not have given to
the Agency notice in writing of the withdrawal of such. pro-
posal.
Place of Delivery of said bonds will be made to
Delivery and the successful bidder at the principal office
Funds for of the Fiscal Agent in Los Angeles, Cali -
Payment: fornia, or at such other place as may be
agreed upon by the successful bidder and
the Treasurer of the Agency.
Payment for the bonds shall be made in Federal Reserve
Bank funds or other immediately available funds.
Prompt Delivery; It is expected that said bonds will be de-
Cancellation for livered to the successful bidder within 30
Late Delivery: days after the award. The successful
bidder shall have the right, at his option,
to cancel the contract of purchase if the Agency shall fail to
execute the bonds and tender them for delivery within 60 days
from the date herein fixed for the receipt of bids, and in such
event the successful bidder shall be entitled to the return of
the check accompanying his bid. The Agency expects to make
such delivery in the form of definitive bonds, but reserves the
right to make such delivery M* the form of temporary bonds, ex-
changeable for definitive bonds, at no cost to the purchaser.
Form of Bid: Each bid, together with the bid check, must be
in a sealed envelope, addressed to the Agency,
with the envelope and bid clearly marked "Proposal for Rede-
development Project Alpha Tax Allocation Bonds.
Bid Check: A certified or cashier's check on a responsible bank
or trust company in the amount of $200,000, pay-
able to the order of the Agency, must accompany each proposal
as a guaranty that the bidder, if successful, will accept and pay
for said bonds in accordance with the terms of his bid. The
check accompanying any accepted proposal shall be applied on
the purchase price or, if such proposal is accepted but not
performed, unless such failure of performance shall be caused
by any act or omission of the Agency, shall then be cashed and
the proceeds retained by the Agency. The check accompanying
each unaccepted proposal will be returned promptly.
Change in At any time before the bonds are tendered for
Tax Exempt delivery, the successful bidder may disaffirm
Status: and withdraw the proposal if the interest re-
ceived by private holders from bonds of the
same type and character shall be declared to be taxable income
under present federal income tax laws, either by a ruling of the
Internal Revenue Service or by a decision of any federal court,
or shall be declared taxable or be required to be taken into
account in computing any federal income taxes, by the terms
of any federal income tax law enacted subsequent to the date
of this notice.
BOWNE of Los Angeles, Inc. — (213) 742 -6600
Closing Pavers; Each proposal will be understood to be con-
Legal O�yni :c i nn of nn o ditioned upon the Agency furnishing to the
purchaser, without charge, concurrently
with payment for and delivery of the bonds, the following
closing papers, each dated the date of delivery:
(a) The opinion of O'Melveny & Myers of Los
Angeles, California, Bond Counsel, approving the validity
of the bonds and stating that interest on the bonds is
exempt from income taxes of the United States of America
under present federal income tax laws, and that such
interest is also exempt from personal income taxes of the
State of California under present state income tax laws.
(A copy of said opinion of O'Melveny & Myers, certified
by an officer of the Agency by facsimile signature, will be
Printed on the back of each bond. No charge will be made
to the purchaser for such printing or certification.);
(b) A certificate of the Agency certifying that on the
basis of the facts, estimates and circumstances in existence
on the date of issue, it is not expected that the proceeds of
the bonds will be used in a manner that would cause the
bonds to be arbitrage bonds;
(c) A certificate of the Agency signed by officers and
representatives of the Agency certifying to the following:
(1) that said officers and representatives have signed the
bonds, whether by facsimile or manual signature, and that
they were respectively duly authorized to execute the
same; and (2) that there is no litigation threatened or
pending affecting the validity of the bonds;
(d) The receipt of the Agency showing that the pur-
chase price of the bonds, including interest accrued to the
date of delivery thereof, has been received by the Agency.
Official The Agency will furnish to the successful bidder
Statement: as many copies of the Official Statement as said
bidder shall request. No charge will be made to
the successful bidder for the first 300 copies of the Official
Statement.
The Agency will deliver to the successful bidder, at the
time of delivery of the bonds, a certificate of the Executive
Director of the Agency, acting in his official and not his per-
sonal capacity, to the effect that at the time of the sale of
the bonds and at all times subsequent thereto up to and in-
cluding the time of the delivery of the bonds, the Official
Statement relating to the bonds did not contain any untrue
statement of a material fad or omit to state a material fact
necessary to make the statements therein, in light of the circum-
stances under which they were made, not misleading.
CUSIP Numbers: It is anticipated that CUSIP numbers will
be printed on the bonds, but neither the
failure to print such numbers on any bond nor error with
respect thereto shall constitute cause for failure or refusal by
the purchaser thereof to accept delivery of and pay for the
bonds in accordance with the terms of the purchase contract.
All expenses of printing CUSIP numbers on the bonds shall be
paid by the Agency, but the CUSIP Service Bureau charge for
the assignment of said numbers shall be paid by the purchaser.
INFORMATION Requests for information concerning the
AVAILABLE: Agency should be addressed to Public
Finance Department, Blyth Eastman Paine
Webber Incorporated, 555 California Street, San Francisco,
California 94104.
GIVEN by order of the Anaheim Redevelopment Agency,
adopted April 27, 1982.
/s/ LINDA D. ROBERTS
Secretary of the Anaheim Redevelopment Agency
STATE OF CALIFORNIA )
COUNTY OF ORANGE )
CITY OF ANAHEIM )
I, LINDA D. ROBERTS, Secretary of the Anaheim Redevelopment Agency, do
hereby certify that the foregoing Resolution No. ARA82 -22 was passed and
adopted at a regular meeting of the Anaheim Redevelopment Agency held on
the 27th day of April, 1982, by the following vote of the members thereof:
AYES: AGENCY MEMBERS: Overholt, Kaywood, Roth and Seymour
NOES: AGENCY MEMBERS: None
ABSENT: AGENCY MEMBERS: None
VACANCY: AGENCY MEMBERS: One
AND I FURTHER CERTIFY that the Chairman of the Anaheim Redevelopment
Agency signed said Resolution on the 27th day of April, 1982.
IN WITNESS WHEREOF, I have hereunto set my hand and seal this 27th day of
April, 1982.
off:/
SEC ARY OF THE ANAHEIM REDEVELOPMENT AGENCY
(SEAL)