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Resolution 1985-76 , ' . . , , RESOLUTION NO. 85- 76 A RESOLUTION PROVIDING FOR ISSUANCE OF REFUNDING BONDS LAS ANIMAS TECHNOLOGY PARK ASSESSMENT DISTRICT REASSESSMENT AND REFUNDING SERIES 85-1 RESOLVED, by the City Council (the "Council") of the City of Gilroy (the "City"), in the County of Santa Clara, State of California, that WHEREAS, the Council has provided in proceedings conducted under and pursuant to its Resolution No. 85-56, A Resolution of Determination and of Intention to Refund Special Assessment Bonds and to Levy Reassessments as Security for the Refunding Bonds to be Issued, adopted September 3, 1985, for the levy of reassessments and for the issuance of serial refunding bonds to refund the outstanding bonds issued by the City known as "Improvement Bonds, City of Gilroy, Las Animas Technology Park Assessment District, Series 82-l", pursuant to the provisions of Division ll.5 of the Streets and Highways Code of the State of California as incorporated in Bond Plan B, Division 3, Article III, Chapter l2A of the Gilroy City Code (the "Bond Law"). WHEREAS, a complete list of said reasssessments is attached hereto as Exhibit "A" and by this reference made a part hereof~ NOW, THEREFORE, THE COUNCIL HEREBY DETERMINES AND ORDERS, as follows: Section 1. Unpaid Reassessments. That the reassessments now remaining unpaid are as shown on Exhibit "A" hereof, that the aggregate amount thereof is $4,732,252.00, and that for a particular description of the lots or parcels of land bearing the respective reassessment numbers set forth on said Exhibit "A", reference is hereby made to the reassessment and to the reassessment diagram in the office of the Superintendent of Streets of the City. Section 2. Issuance of Refunding Bonds. Refunding bonds aggregating $4,732,252.00, in principal amount shall be issued upon the security of the reassessments levied as security therefor in accordance with the provisions of the Bond Law and under and pursuant to the provisions of said Resolution No. 85-56, and the proceedings thereunder duly had and taken, shall be issued in fully registered form, without coupons, shall be known as "Refunding Bonds, City of Gilroy, Las Animas Technology Park Assessment District, Reassessment and Refunding, Series 85-1" (the "Bonds" andsingulary the "Bond"), be dated November 13, 1985, be numbered as determined by the Agent hereinafter designated, be of the denomination of $5,000 or an integral multiple thereof (except that one Bond of the earliest maturity may be of a different denomination, as necessary), and mature in the principal amounts and on the dates set forth in Exhibit "B" attached hereto and by this reference made a part hereof. Section 3. Interest. The Bonds shall bear interest at the rate or rates determined by the Council at the time of award of sale thereof, payable commencing on March 2, 1986, and thereafter RESOLUTION NO. 85-76. . . , . semiannually on March 2 and September 2 in each year. Bonds originally issued shall bear interest from their date. Bonds issued on transfers or exchanges of Bonds shall bear interest from the interest payment date next preceding the date of authentication and registration thereof, unless authenticated and registered on an interest payment date, in which event from such interest payment date, or, unless authenticated and registered prior to March 2, 1986, in which event from their date. Each Bond will continue to bear interest after maturity at the rate stated therein, provided it is presented at maturity and payment thereof is refused on the sole ground that there are not sufficient monies in the Redemption Fund with which to pay same. If it is not presented at maturity, interest thereon will run until maturity. Section 4. Bonds Payable. The principal of the Bonds and any redemption premium shall be payable in lawful money of the United States of America at the principal corporate trust office of Bank of America National Trust and Savings Association, San Francisco, California, or successor, as Registrar, Transfer Agent and Paying Agent (the "Agent"), upon surrender of the Bonds at said office of the Agent. Interest shall be payable by check or draft mailed to . the owner of record at the address as it appears in the registration books maintained by the Agent, or to such address as may have been filed with the Agent for that purpose, as of the close of business of the 15th day immediately preceding each interest payment date. Section 5. Pora of Bonds. The Bonds shall be substantially in the form set forth in Exhibit "C" attached hereto and by this reference made a part hereof, the blank spaces therein to be filled in to conform to the provisions of this Resolution. Any portion of the text of any Bond may be set forth on the reverse thereof with an appropriate reference thereto on the face of the Bond. Section 6. Execution of Bonds. The Bonds shall be executed on behalf of the City by the engraved, printed or lithographed facsimile signatures of the Director of Finance and Mayor of the City, shall be attested by the City Clerk and a facsimile of the corporate seal of the City shall be affixed to the Bonds in like manner, provided that the signatures of said officers and the seal of the City on any temporary Bond may be manually affixed thereto. Only Bonds authenticated and registered by the endorsement thereon of a certificate substantially in the form set forth in Exhibit "C" hereof and dated and signed by an authorized officer of the Agent shall be valid and become obligatory for any purpose under and be entitled to the benefits of the Bond Law and this ReSOlution, and every such certificate of the Agent upon any such Bond shall be conclusive evidence that the Bond so authenticated and registered has been duly issued hereunder and that the registered owner is entitled to the benefits of Bond Law and this Resolution. If any officer whose signature appears on the Bonds ceases to be such officer before the delivery of the Bonds, such signature shall be as valid as if such officer had remained in office until the delivery of the Bonds. Section 7. Preparation of Bonds. The Director of Finance is hereby directed to. cause Bonds of a quality usually required by purchasers of .unicipal bonds to be prepared in accordance with this Resolution and the purchase contract for the the Bonds, and, the Director of Finance shall, upon their completion, deliver same to the Agent for safekeeping until ready for authentication and delivery to the purchaser thereof. The Director of Finance shall also cause a -2- , ' . . suitable quantity of blank Bonds to be prepared which the Agent shall hold in safekeeping until needed to effect transfers, exchanges or replacement of lost, stolen or mutilated Bonds. Until definitive Bonds shall be prepared, the City may cause to be executed and delivered in lieu of such definitive Bonds and subject to the same provisions, limitations and conditions as are applicable in the case of definitive Bonds, except that they may be in any denominations authorized by the Director of Finance one or more typed, printed, lithographed or engraved temporary Bonds in fully registered form, as may be authorized by the Director of Finance, substantially of the same tenor, with such insertions, omissions, substitutions and other variations as the Director of Finance may deem appropriate, and, until exchanged for definitive Bonds, entitled and subject to the same benefits and provisions of this Resolution as definitive Bonds. If the City issues one or more temporary Bonds it will execute and furnish definitive Bonds without unnecessary delay and thereupon the temporary Bonds shall be surrendered in exchange for such definitive Bonds, without expense to the Bondholder. All temporary Bonds so surrendered shall be canceled and shall not be reissued. If Cusip identification numbers are assigned by the Cusip Service Bureau for printing on the Bonds, neither the failure to print such number on any Bond nor any error with respect thereto shall constitute cause for a failure or refusal by the initial purchaser of the Bonds to accept delivery of and pay for the Bonds in accordance with the terms of the purchase contract therefor. Section 8. Records of Bonds. The City shall keep records at the named office of the Agent showing at all times the number, date, denomination, rate of interest and the amount of each interest payment of the Bonds, including sufficient books for the registration and transfer of the Bonds, showing the names, addresses and social security or tax identification numbers of the owners of the outstanding Bonds that have been authenticated and registered by the Agent. The Agent shall, under such reasonable regulations as the City and Agent may prescribe, authenticate and register or transfer or cause to be authenticated and registered or transferred, on said books, the Bonds as herein provided. The Bonds shall be registered only in the name of an individual (inCluding joint owners), a corporation, a partnership or trust. The books for exchange. Agent shall cancel or cause to be canceled on the registry the Bonds each Bond paid or surrendered for transfer and The information contained in the registry books for the Bonds with regard to the ownership of or security interests in the Bonds shall not be subject to inspection or copying by the public as provided in Section 5060(a) of Chapter 1.5 of Division 6 of Title 1 of the Government Code of the State of California, provided that the registry books shall be open for inspection by the City at all times. Section 9. Delivery of the Bonds. Upon the execution, authentication and registration of the Bonds, and upon compliance with the terms of the purchase contract for the Bonds, the Director of Finance shall deliver the Bonds to the purchaser thereof upon receipt of the purchase price therefor. The Mayor of the City, Director of Finance and City Clerk are hereby charged with the responsibility for the issuance and delivery of the Bonds. Said officers and other members of the City sta~f are hereby authorized jointly and severally to execute any and all -3- . ' . . documents and do any and all things deemed necessary or advisable in order to consummate the delivery of the Bonds pursuant to the purchase contract therefor and otherwise to effectuate the purposes of this Resolution. Section lO. Establishment of Funds. There are hereby created and established the fOllowing special funds which shall be held and maintained by the Director of Finance as separate trust accounts, distinct from all other accounts of the City: ( a) Refunding Fund The Las Animas Technology (the "Refunding Fund"): Park Assessment District (b) The Las Animas Technology Park Assessment District, Reassessment and Refunding, Series 85-1 Refunding Bond Redemption Fund or similar designation as determined by the Director of Finance (the II Re demp t ion Fu nd"): and (c) The Las Animas Technology Park Assessment District, Reassessment and Refunding, Series 85-1 Refunding Bond Reserve Fund or similar designation as determined by the Director of Finance (the "Re se rve Fund"). Section 11. Refunding Fund. Refunding Fund consist of: The monies to be placed in the (a) The proceeds received from the sale of the Bonds, including any premium received thereon, but not including the moneys req'uired to be placed in the Reserve Fund nor any accrued interest received from the sale of the Bonds which shall be placed in the Redemption Fund: and (b) Any contributions or other appropriations to finance the costs of the levy of the reassessments and the issuance of the Bonds and redemption of the bonds to be refunded: Disbursement from the Refunding Fund shall be made to pay the following costs: (i) All expenses incident to the calling, retiring, or paying of the bonds to be refunded and to the issuance of the Bonds (except the funding of the Reserve Fund), including any bond counsel, financial consultants, underwriters, and rating agency fees, printing and advertising costs, City administrative expenses, and the charges of any escrow agent or trustee in connection with the issuance of the Bonds or in connection with the redemption or retirement of the bonds to be refunded: (ii) Interest on the Bonds from the date of the Bonds to September 2, 1986, less any accrued interest thereon received from the sale thereof which shall be placed in the Redemption Fund: (iii) Any accrued and unpaid interest on the bonds to be ~efunded, to the date of redemption thereof: and (iv) Any premium necessary in the calling or retiring of the bonds to be refunded. Section 12. Redemption Fund. The Redemption Fund shall consist of: (a) Any accrued interest received by the City from the sale of the Bonds: -4- . . (b) Monies received by the City from the collection of the principal of the unpaid reassessments and the interest and penalties thereon, as provided in Section 16 hereof: (c) Any amounts transferred from the Reserve Fund as advances on account of delinquencies in the payment of installments of assessments and the interest thereon, pursuant to Section l3(a) hereof: (d) Any amounts advanced by the City from available surplus funds of the City on account of delinquencies in the payment of installments of reassessments and the interest thereon, pursuant to Section 17 hereof: (e) Any amounts recovered by the City from foreclosure of delinquent installments of assessments and the interest thereon which are not to be used to reimburse the Reserve Fund or the City for any advances made under Sections l3(a) and 17 hereof: (f) Any amounts received by the City to prepay in full any unpaid reassessments, which amounts are to be applied to the advance retirement of the Bonds, in the manner set forth in the Bond Law and Section 20 hereof: (g) credited as Section l3(b) Any amounts transferred from the Reserve part of said prepayment of reassessments, hereof: Fund to pursuant be to (h) Any amounts received by the City from the investment of monies in the Redemption Fund: (i) Any amounts transferred from the Reserve Fund on account of excess earnings therein, which amounts are to be applied as credits to unpaid reassessments and, under the circumstances hereinafter specified, to the advance retirement of the Bonds: and (j) Any amounts transferred from the account of surplus amounts therein, which amounts credits to the reassessments which remain unpaid, Counc il. Refunding Fund on are to be applied as as determined by the Amounts placed in the Redemption Fund (except amounts placed therein in connection with the prepayment of reassessments and amounts received from the investment of monies in the Redemption Fund) are to be expended in payment of the principal of and interest on the Bonds within thirteen (13) months from the date of deposit therein (except for a reasonable carryover amount not to exceed the greater of one year's earnings on said Fund or one-twelfth of annual debt service of the Bonds), and amounts that can not be so expended are to be applied at the earliest call date to the advance retirement of the Bonds. Amounts placed in the Redemption Fund from investment earnings on monies in said Fund are to be spent within a l-year period beginning on the date of receipt in payment of the principal of and interest on the Bonds, and, if not needed for such purpose, by applying same at the earliest call date to the advance retirement of the Bonds. Amounts placed in the Redemption Fund which are to be used to call Bonds in advance of their stated maturities shall be accumulated therein until the amount available equals or exceeds the amount required to call and redeem one or more of the Bonds, and, subject to the provisions of Section 20 hereof, are to be expended on the next ensuing March 2 or September 2 in payment of the principal, call premium and interest payable on that date, and the expenses of call and redemption. -5- . . Section 13. Reserve Fund. An amount equal to Seven Percent (7%) of the principal amount of the Bonds shall be placed in the Reserve Fund upon receipt of the proceeds of the sale thereof. Monies in the Reserve Fund shall constitute a trust fund for the benefit of Bondholders. Any income realized from the investment of monies in the Reserve Fund shall be credited thereto, provided that in order to assure that the Bonds do not become arbitrage bonds, as defined in the Internal Revenue Code of 1954, as amended, the Reserve Fund shall be administered so that at no time does the amount therein exceed the lesser of the maximum annual debt service or one and one-quarter (1.25) times the average annual debt service of all Bonds outstanding. Monies in the Reserve Fund shall be paid and transferred in the following amounts and at the fOllowing times and under any of the following circumstances: (a) Whenever there are insufficient funds in the Redemption Fund to meet the next maturing installment of principal of or interest on the Bonds due to delinquent installments of reassessments, an amount necessary to pay such deficiency shall be transferred as an advance from the Reserve Fund to the Redemption Fund. The amount so advanced shall be reimbursed and deposited in the Reserve Fund from the proceeds of redemption or sale of the parcel for which payment of delinquent installments was made from the Reserve Fund. (b) Any unpaid reassessment which is paid in cash prior to its final maturity date pursuant to the provisions of the Bond Law for the advance payment of reassessments shall be proportionately reduced by an amount equal to the ratio of the total amount initially provided for the Reserve Fund to the total amount originally reassessed in the proceedings for the Bonds, and an amount equal to the reduction in said reassessment shall be transferred from the Reserve Fund to the Redemption Fund. (c) Any income realized from the investment of monies in the Reserve Fund which would cause the foregoing limitations to be exceeded shall be placed in the Redemption Fund and credited in the manner set forth in Section 10427.1 of the Streets and Highways Code of the State of California upon the remaining unpaid reassessments: provided that, in order to comply with current federal regulations, any excess that cannot be credited to such unpaid reassessments and expended within thirteen (13) months from the date of deposit in the Redemption Fund (except for a reasonable carryover amount not to exceed the greater of one year's earnings on the Redemption Fund or one-twelfth of annual debt service of the Bonds) shall be applied to the advance retirement of the Bonds in the manner provided in the Bond Law and in Section 20 hereof. Administration of the Reserve Fund shall comply with federal regulations. (d) Whenever the balance in the Reserve Fund is sufficient to retire all the remaining outstanding Bonds, including accrued interest and redemption premium, if any, collection of the principal and interest on the unpaid reassessments shall be discontinued and the Reserve Fund shall be liquidated in retirement of the Bonds. The Council shall order the same to be credited against the remaining unpaid reassessments in the manner set forth in said Section 10427.1 of said Streets and Highways Code, and the amount apportioned to each such unpaid reassessment shall be credited against the last unpaid reassessment installment, and, if the amount apportioned to each such parcel exceeds the amount of said last installment, then such excess shall be credited against the next preceding unpaid reassessment installment or installments until exhausted. In the event that the -6- . . balance in the Reserve Fund at the time of liquidation exceeds the amount required to retire all outstanding Bonds, the excess shall be apportioned to each parcel upon which the individual reassessment remained unpaid at the time the balance in the Reserve Fund was sufficient to retire all outstanding Bonds. The payments shall be made in cash to the respective owners of the parcels except that, if the excess is not greater than one thousand dollars ($1,000), the excess may be transferred to the general fund of the City. Section 14. Investment of Funds. Monies in the Refunding Fund, the Redemption Fund and the Reserve Fund may be invested in any obligations which are then authorized by the laws of the State of California as investments for local agencies, maturing on a date or dates prior to the need for such moneys. Any income or interest thereon shall accrue to and be deposited in the fund from which said moneys were invested, subject to the limitation in Section 13 hereof with respect to the Reserve Fund. Section 15. Arbitrage Covenant. The City covenants that as long as any of the Bonds remain outstanding, no use will be made of the proceeds thereof at any time which use (1) was not reasonably expected at the time of issuance of the Bonds, and (2) would, if such use had been reasonably expected at the time of issuance of the Bonds, have caused such Bonds to be "arbitrage bonds" within the meaning of Section l03(c) of the Internal Revenue Code of 1954, as amended, and applicable regulations thereunder as the same may be amended from time to time, and that the City will comply with the requirements of said Section l03(c) and applicable regulations thereunder, as they apply to the Bonds throughout the term thereof. Section 16. Collection of Unpaid Reassessments. The unpaid reassessments shown on Exhibit "A" hereof, together with the interest thereon, shall remain and constitute a trust fund for the redemption and payment of the principal of the Bonds and for the interest due thereon, which unpaid reassessments shall be payable in annual series corresponding in number to the number of serial maturities of the Bonds issued. An annual proportion of each unpaid reassessment shall be payable in each year preceding the date of maturity of each of the several annual series of Bonds issued, sufficient to pay the Bonds when due, and such proportion of each unpaid reassessment coming due in any year, together with the annual interest thereon, shall be payable in the same manner and at the same time and in the same installments as the general taxes of the City on real property are payable, and become delinquent at the same times and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the general taxes on real property of the City. A record of the several installments of principal and interest on said unpaid reassessments which are to be collected in each year during the term of the Bonds shall be kept in the office of the County Auditor-Controller. Sums received from the collection of the principal of said unpaid reassessments and of the interest and penalties thereon shall be placed in the Redemption Fund. Any sums collected to represent the costs of such collection shall be retained by the County Auditor-Controller. The provisions of Part 8 of the Improvement Bond Act of 19l5, Division lO of said Streets and Highways Code (incorporated in the Bond Law) are applicable to the collection of reassessments. Any unpaid reassessment may be paid by depositing with the Director of Finance the total unpaid balance due on such reassessment together with the total interest which would become due thereon if paid in the regular way. If the amount of the payment along with prepayments of other reassessments and other available monies in the Redemption Fund is sufficient to provide surplus moneys with which to -7- . . ~ . redeem an outstanding Bond, the Director of Finance shall then give the proper notice for redeeming such Bond by advancing its maturity in accordance with the provisions of Section 20 hereof, upon which redemption the person or persons paying the reassessment or reassessments shall be entitled to a proportionate credit and reimbursement for the par value of any interest thereon which shall be canceled but not paid less any accrued interest paid thereon and less the premium paid on the Bond, and less any costs incurred for administering the retirement of the Bond. Section 17. Advances from Available Surplus Funds. In the event of a delinquency in the payment of any installment of the reassessment levied upon any property for the payment of the principal of and interest on the Bonds, the City in the absence of any other bidder, shall be the purchaser of delinquent property upon which any of said reassessments are levied in like manner in which it becomes, or may become, the purchaser of property sold for the nonpayment of general City taxes, and shall pay and transfer from available surplus funds into the Redemption Fund the amount of any delinquent reassessment installment and interest thereon. The City shall also pay and transfer from available surplus funds into the Redemption Fund the amount of any future delinquent reassessment and interest thereon on such property pending redemption. Any amounts so advanced shall be recoverable upon sale or redemption of the property. Section 18. Covenant to Foreclose. The City hereby covenants with the holders of the Bonds that it will order and cause to be commenced and diligently prosecuted to completion, court foreclosure proceedings upon the lien of any and all delinquent reassessments and interest, pursuant to and as provided in the Bond Law. Such foreclosure proceedings shall be commenced within l50 days following the date of such delinquency. Section 19. Transfer and Exchange of Bonds. Any duly authenticated Bond may, in accordance with its terms, be transferred upon the registry books required to be kept pursuant to Section 8 hereof by the registered owner or by attorney duly authorized in writing upon surrender of the Bond to be transferred at the named office of the Agent, duly endorsed or accompanied by a duly executed written instrument of transfer satisfactory to the Agent. The Agent shall forthwith cancel the Bond surrendered for transfer and the City shall execute and the Agent shall authenticate and issue in the name of the transferee one or more new fully registered Bonds of like maturity and of authorized denominations, aggregating the principal amount of the Bond surrendered for transfer. For any registration, transfer or exchange of Bonds (except initial registration of Bonds being delivered to the original purchaser thereof and the first transfer and exchange of each such Bond thereafter), the City or Agent may, as a condition precedent to the exercise of such privilege, require payment of a sum sufficient to cover any service charge, tax or other governmental charge and any other reasonable expenses that may be imposed in connection therewith. The City and the Agent may deem and treat the person in whose name any outstanding Bond shall be registered upon the registry books of the City maintained by the Agent as the absolute owner of such Bond, whether such Bond shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal or redemption price, if any, and interest on such Bond and for all other purposes. All such payments so made to any such registered owner or upon the order of such owner shall be valid and effectual to satisfy and discharge the liability upon such Bond to the extent of the sum or sums so paid, and neither the City nor the Agent shall be affected by any notice to the contrary. -8- . . The Agent shall not transfer or exchange any Bond which has selected for redemption, provided that the Agent has been of such selection, nor shall any transfer and exchange of a required to be made between the 15th day next preceding an payment date and such interest payment date. Each Bond delivered under this Resolution upon transfer of or in exchange for or in lieu of any other Bond shall carryall the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond and each such Bond shall bear interest from such date that neither gain nor loss in interest shall result from such transfer, exchange or substitution. the City notified Bond be interest Section 20. Call and Redemption of Bonds. Subject to the provisions hereof, each Bond outstanding may be redeemed and paid in advance of maturity, in whole or in part, upon the second day of March or September in any year by giving at least 60 days' notice by registered mail to the registered owner thereof and by paying the principal amount to be redeemed together with a premium equal to 5% of such principal amount plus interest to the date of advanced maturity, unless sooner surrendered, in which event said interest will be paid to the date of payment, all in the manner provided herein and in the Bond Law. The provisions of Part II of said Improvement Bond Act of 19l5 (incorporated in the Bond Law) are applicable to the advance retirement of the Bonds. Any Bond called in part shall be redeemed in multiples of $5,000 and a new Bond or Bonds of like maturity representing the remaining portion of the Bond so redeemed will be issued without expense to the registered owner. The Director of Finance shall call for redemption and retire Bonds or portions thereof when there are sufficient surplus monies in the Redemption Fund to redeem any Bond outstanding and not due on the next succeeding second day of September. In selecting Bonds or portions thereof for retirement, the Director of Finance shall choose the lowest numbered Bond of the annual series midway to the end of the Bond term. Successive Bonds shall be chosen from the lowest number of each annual series, before and after the series from which the first Bond is selected, so that Bonds called shall be a pro rata part of each annual series. It is intended that the relationship of unpaid assessments to Bonds outstanding be disturbed as little as possible by the call of Bonds. At such time as a determination has been made to call and redeem a Bond or portion thereof in advance of maturity, the Director of Finance shall: (a) Give written notification to the Agent requesting a list of the names and addresses of the registered owners of the Bonds and the numbers, denominations and maturities of the Bonds held by such owners: (b) Immediately notify the Agent of the Bond selected redemption and that thereafter no transfer or exchange of such will be permitted by the City: for Bond (c) Timely give written notice as aforesaid to the registered owner or owners of the Bond to be redeemed in whole or in part: (d) Provide written notice to the Agent of the terms of redemption of such Bond: and -9- . . (e) Prior to the call date, provide sufficient funds to the Agent to redeem such Bond or portion thereof, including premium and interest not otherwise provided. The City shall be liable for the Agent's reasonable charges, if any, with respect to providing the information referred to herein. Section 21. Mutilated, Destroyed or Lost Bonds. In case any Bond shall become mutilated or defaced in respect of the body of such Bond so as to impair its value to the registered owner, or shall be believed by the City and Agent to have been destroyed or lost, upon clear and unequivocable proof of ownership satisfactory to the City and Agent and upon the surrender at the named office of the Agent of such mutilated or defaced Bond sufficiently identifiable by number and description, or upon the receipt of evidence satisfactory to the City and Agent of such destruction or loss, and upon payment of all expenses incurred by the City and Agent in the premises and after compliance with such other reasonable regulations as the City and Agent may prescribe, and, in the case of a Bond claimed to have been destroyed or lost, upon receipt of indemnity satisfactory to the City and Agent, and in the absence of notice to the City or Agent that such Bond has been acquired by a bona fide purchaser, the City shall execute and the Agent shall authenticate and deliver at the named office of the Agent a new Bond of like maturity and principal amount, bearing a number not contemporaneously outstanding, in exchange and substitution for and upon cancellation of the mutilated or defaced Bond, or in lieu of and in substitution for the Bond so destroyed or lost. If any such destroyed or lost Bond has become or is about to become due and payable, payment of the amount due thereon may, in the discretion of the City, be made by the Agent upon receipt of like proof, indemnity and payment of expenses without surrender of such Bond. Any such replacement Bond issued pursuant to this section shall be entitled to equal and proportionate benefits with all other Bonds issued hereunder. The City and the Agent shall not be required to treat both the original Bond and any replacement Bond as being outstanding, but both the original and replacement Bond shall be treated as one and the same. Section 22. Resolution Effective. This Resolution shall become effective immediately upon: (a) The recordation of the reassessment and reassessment diagram in the office of the Superintendent of Streets of the City: and (b) The filing of the reassessment diagram and the recordation of the notice of reassessment in the office of the County Recorder. Section 23. Certified Copies. The City Clerk shall provide a certified copy of this Resolution to the Director of Finance who shall take such action as shall be necessary to assure compliance by the City with the terms and conditions hereof. The City Clerk shall also provide a certified copy of this Resolution to the County Auditor- Controller. * * * * * -lO- . . I hereby certify that the foregoing resolution was duly and regular ly adopted and passed by the City Council of the City of Gilroy, California, at a regular meeting thereof held on the 4th day of November, 1985, by the following vote of the members thereof: AYES, and in favor thereof, Councilmembers: MUSSALLEM, PATE, VALDEZ and HUGHAN. GAGE, KLOECKER, NOES, Councilmembers: None ABSENT, Councilmembers: ALBERT ~~ Clerk of the WMAM:PDA:HEK:k -ll- 24-0l ll/04/8S . . LIST OF UNPAID REASSESSMENTS LAS ANIMAS TECHNOLOGY PARK ASSESSMENT DISTRICT REASSESSMENT AND REFUNDING Diagram and Reassessment Number Assessor's Parcel Number Map Book Page Parcel 1 2 3 841-69-00l 841-69-002 84l-69-003 841-69-004 498-47,48,49-l* 498-47,48,49-2* 498-47,48,49-3* 4 498-47,48,49-4* 5 841-69-005 84l-69-006 498-47,48,49-5* 6 7 8 498-47,48,49-6* 84l-69-007 498-47,48,49-7* 84l-69-008 84l-69-009 84l-69-0l0 84l-69-0ll 498-47,48,49-8* 498-47,48,49-9* 9 10 536-52-l0A** 11 536-52-llA** 12 498-47,48,49-12* (adjusted lot line) 13 498-47,48,49-l3* (adjusted lot line) 14 l5 84l-69-0l4 8l4-69-0l5 498-47,48,49-l4* 498-47,48,49-l5* 498-47,48,49-l6* 498-47,48,49-l7* 16 17 8l4-69-0l6 8l4-69-0l7 * Tract No. 7190, Las Animas Technology Park, Santa Clara County Records ** Unpaid Reassessment $ 838,081.83 245,130.65 249,389.68 184,084.60 180,298.80 265,479.34 23l,407.l2 l87,870.4l 2l6,263.92 126,824.35 198,281.36 253,l75.48 202,067.l6 892,502.73 l55,2l7.87 l14,047.27 192,l29.43 $4,732,252.00 Record of Survey of Lot Line Adjustment of Lots 10 & II of Tract 7190, B~s Animas Technology Park, Santa Clara County Records EXHIBIT "A" . . . . MATURITY SCHEDULE REFUNDING BONDS CITY OF GILROY LAS ANIMAS TECHNOLOGY PARK ASSESSMENT DISTRICT REASSESSMENT AND REFUNDING SERIES 85-l Maturity Date ~eptember 2) 1987 1988 1989 1990 Principal Amount $ 57,252.00 60,000.00 60,000.00 65,000.00 75,000.00 80,000.00 85,000.00 95,000.00 l05,000.00 ll5,000.00 l25,000.00 l35,OOO.00 l50,000.00 l65,000.00 180,000.00 200,000.00 220,000.00 240,000.00 265,000.00 290,000.00 320,000.00 350,000.00 390,000.00 430,000.00 475,000.00 $4,732,252.00 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 20ll EXHIBIT "B" . . BOND FORM. The Bonds shall be substantially in the following form: UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF SANTA CLARA REGISTERED REGISTERED NUMBER $ REFUNDING BOND CITY OF GILROY LAS ANIMAS TECHNOLOGY PARK ASSESSMENT DISTRICT REASSESSMENT AND REFUNDING SERIES 85-l INTEREST RATE MATURITY DATE DATED AS OF CUSIP % September 2, November l3, 1985 REGISTERED OWNER: PRINCIPAL AMOUNT: DOLLARS Under and by virtue of Division ll.5 of the Streets and Highways Code of the State of California as incorporated in Bond Plan B, Division 3, Article III, Chapter l2A of the Gilroy City Code (the "Bond Law"), the City of Gilroy (the "City"), in the County of Santa Clara, State of California, will, out of the redemption fund for the payment of the refunding bonds issued upon the reassessments levied as security for the refunding bonds more fully described in proceedings taken pursuant to Resolution No. 85-56, A Resolution of Determination and of Intention to Refund Special Assessment Bonds and to Levy Reassessments as Security for the Refunding Bonds to be Issued, adopted by the City Council of the City on the 3rd day of September, 1985, pay to the registered owner named above, or registered assigns, on the maturity date stated above, the principal sum stated above, in lawful money of the United States of America and in like manner will pay interest from the interest payment date next preceding the date on which this bond is authenticated and registered, unless this bond is authenticated and registered as of an interest payment date, in which event it shall bear interest from such interest payment date, or unless this bond is authenticated and registered prior to March 2, 1986, in which event it shall bear interest from its date, until payment of such principal sum shall have been discharged, at the rate per annum stated above,' payable commenc ing on March 2, 1986, and thereafter semiannually on the second day of March and September in each year. Both the principal hereof and redemption premium hereon are payable at the principal corporate trust office of Bank of America National Trust and Savings Association, San Francisco, California, or successor, as Registrar, Transfer Agent and Paying Agent (the "Agent"), upon surrender of this refunding bond at said office of the Agent. Interest is payable by check or draft mailed to the owner hereof at the owner's address as it appears on the records maintained by the Agent, or at such address as may have been filed with the Agent for that purpose, as of the close of business of the l5th day immediately preceding each interest payment date. EXHIBIT "C" . . This refunding bond is one of several annual series of refunding bonds of like date, tenor and effect, but differing in maturities, and may differ in interest rates and amounts, issued by the City under the Bond Law and the Resolution Providing for Issuance of Refunding Bonds (the "Resolution of Issuance") for the purpose of refunding that certain issue of bonds entitled "Improvement Bonds, City of Gilroy, Las Animas Technology Park Assessment District, Series 82-l", and is secured by the moneys in said redemption fund and by the reassessments levied as security therefor, and, including principal and interest, is payable exclusively out of said fund. This refunding bond is transferable by the registered owner hereof, in person or by the owner's attorney duly authorized in writing, at said office of the Agent, subject to the terms and conditions provided in the Resolution of Issuance, including the payment of certain charges, if any, upon surrender and cancellation of this refunding bond. Upon such transfer, a new registered refunding bond or bonds, of any authorized denomination or denominations, of the same maturity, for the same aggregate principal amount, will be issued to the transferee in exchange therefor. Refunding bonds shall be registered only in the name of an individual (inCluding joint owners), a corporation, a partnership or a trust. Neither the City nor the Agent shall be required to make such exchange or registration of transfer of refunding bonds during the l5 days immediately preceding any interest payment date. The City and Agent may treat the registered owner hereof as the absolute owner for all purposes, and the City and the Agent shall not be affected by any notice to the contrary. This refunding bond or any portion of it in the amount of five thousand dollars ($5,000), or any integral multiple thereof, may be redeemed and paid in advance of maturity upon the second day of March or September in any year by giving at least 60 days' notice by registered mail to the registered owner hereof at the owner's address as it appears on the registration books of the Agent, or at such address as may have been filed with the Agent for that purpose, and by paying principal and accrued interest together with a premium equal to 5 percentum of such principal, unless sooner surrendered, in which event interest will be paid to the date of payment. This maturity at and payment sufficient it is not maturity. refunding bond will continue to bear interest after the rate above stated, provided it is presented at maturity thereof is refused upon the sole ground that there are not moneys in said redemption fund with which to pay same. If presented at maturity, interest thereon will run until This refunding bond shall not be entitled to any benefit under the Bond Law or the Resolution of Issuance, or become valid or obligatory for any purpose, until the certificate of authentication and registration hereon shall have been dated and signed by an authorized officer of the Agent. IN WITNESS WHEREOF, the City of Gilroy has caused this refunding bond to be signed in facsimile by the Mayor and Director of Finance of the City, and attested by the facsimile signature of its Clerk, and has C-2 .. . . . ' caused its corporate seal to be reproduced in facsimile hereon, all as of the 13th day of November, 1985. CITY OF GILROY ATTEST: (not for signature) Mayor (not for signature) Clerk (not for signature) Director of Finance ( SEAL) REGISTRABLE AND PAYABLE BY BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION CERTIFICATE OF AUTHENTICATION AND REGISTRATION This refunding bond is one of the refunding bonds described in the within mentioned Resolution of Issuance, which has been authenticated and registered on BANK OF AMERICA NATIONAL TRUST AND SAVINGS ASSOCIATION as Registrar, Transfer Agent and Paying Agent By Authorized Officer ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this refunding bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UNIF GIFT MIN ACT - .............. Custodian.............. (Cust) (Minor) under Uniform Gifts to Minors Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (State) list. Additional abbreviations may be used though not in the above C-3 ""' f '(", . . I " " ASSIGNMENT FOR VALUE RECEIVED, the undersigned do(es) hereby sell, assign and transfer unto (Print or typewrite name, address and social security or other identifying number of assignee) the within refunding bond and all rights thereunder, and hereby irrevocably constitute(s) and appoint(s) , attorney, to transfer the same on the registry books of the Registrar, Transfer Agent and Paying Agent with full power of substitution in the premises. Dated: Note: Signature (s) must correspond exactly to name(s) on face hereof. When assignment is made by a guardian, trustee, executor or administrator, an officer of a corporation, or anyone in a representative capacity, proof of such person's authority to act must accompany this assignment. Signature Guaranty: C-4