Resolution 2002-81
RESOLUTION NO. 2002-81
A RESOLUTION SUPPLEMENTING RESOLUTION NO.
2000-91, " A RESOLUTION AUTHORIZING THE ISSUANCE
OF SPECIAL TAX BONDS, AND APPROVING AND
AUTHORIZING RELATED DOCUMENTS AND ACIIONS"
CITY OF GILROY
Community Facilities District No. 2000-1
(Highway 152)
RESOLVED, by the City Council (the "Council") of the City of Gilroy (the "City"),
County of Santa Clara, State of California, that:
WHEREAS, this Council has conducted proceedings under and pursuant to Chapter 2.5
of Part 1 of Division 2 of Title 5, commencing at Section 53311 of the California Government
Code (the" Act"), to form Community Facilities District No. 2000-1 (Highway 152) (the "CFD"),
and, for the CFD authorized the levy of special taxes upon the land within the CFD, and to issue
bonds secured by such special taxes the proceeds of which were used to finance certain public
facilities (the "Facilities"), all as described in those proceedings;
WHEREAS, this Council, on December 18, 2000, adopted its Resolution No. 2000-91, " A
Resolution Authorizing the Issuance of Special Tax Bonds, and Approving and Authorizing
Related Documents and Actions," (the "2000 Resolution") in which the City provided general
authority for the issuance of special tax bonds in a total principal amount of not to exceed
$35,000,000 in such series and in such amounts and such terms as may be further prescribed by
this Council;
WHEREAS, this Council now wishes to provide for the issuance of the first series of
such bonds in an aggregate principal amount of not to exceed $7,500,000 for the construction
and! or acquisition of a portion of the Facilities and, by this resolution, will supplement the 2000
Resolution; and
WHEREAS, all conditions, things and acts required to exist, to have happened and to
have been performed precedent to and in the issuance of the special tax bonds and the levy of
the special taxes as contemplated by this resolution and the documents referred to herein exist,
have happened and have been performed in due time, form and manner as required by the laws
of the State of California, including the Act
NOW, THEREFORE, BE IT RESOLVED, DETERMINED AND ORDERED, as follows:
Section 1. Bonds Authorized. The bonds of the City for the CFD designated "City
of Gilroy, Community Facilities District No. 2000-1 (Highway 152), Special Tax Bonds, Series
2002," (the "Bonds") in an aggregate principal amount not to exceed $7,500,000 are hereby
authorized to be issued. The Bonds are issued under the authority of the Act (as it may be
supplemented under the charter of the City), the 2000 Resolution, the provisions of which are
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hereby incorporated by reference in this resolution, this resolution and the Fiscal Agent
Agreement (as hereafter defined). The Bonds shall be issued in such series, in principal amounts
and be dated and executed in the forms, be in the denominations, mature, be payable at the
place and in the priorities and bear interest at the rates as set forth in and otherwise as provided
in the Fiscal Agent Agreement.
Section 2. Conditions. Each of the Authorized Officers (as defined in the 2000
Resolution), including the Mayor and other officials authorized by the Council, the are hereby
separately authorized and directed to execute and deliver the documents and instruments
herein specified in substantially the forms on file with the City Oerk, with such additions
thereto or changes therein as are approved by the Authorized Officer upon consultation with
City's bond counsel, including such additions or changes as are necessary or advisable to
permit the timely issuance, sale and delivery of the Bonds, provided, however, that no
additions or changes shall: (a) authorize an aggregate principal amount of Bonds in excess of
$7,500,000; (b) result in an average interest rate on the Bonds in excess of 7% per annum or such
greater amount permitted by applicable law at the time of the sale of the Bonds; (c) or result in
an underwriter's discount in excess of 2% of the aggregate principal amount of the Bonds; (d) or
a maturity of the Bonds in excess of 25 years. The approval of such additions or changes shall be
conclusively evidenced by the execution and delivery of the documents and instruments herein
specified by the Authorized Officer.
3. Fiscal Agent Agreement. The proposed form of Fiscal Agent Agreement, by and
between the City and Union Bank of California N.A., as fiscal agent, (the "Fiscal Agent
Agreement") with respect to the Bonds, in substantially the form on file with the City, is hereby
approved. The Authorized Officer is hereby authorized and directed to cause the same to be
conformed to the executed Bond Purchase Agreement (defined below) and to be completed and
executed on behalf of the City, subject to Section 2 above.
4. Official Statement. The Council hereby approves the Preliminary Official
Statement describing the Bonds, in substantially the form on file with the City, together with
any changes therein or additions thereto deemed advisable by the Authorized Officer. Pursuant
to Rule 15c2-12 under the Securities Exchange Act of 1934 (the "Rule") the Preliminary Official
Statement is hereby deemed final and the Authorized Officer is hereby authorized and directed
to provide written certification thereof. The execution of the final Official Statement, which shall
include such changes and additions thereto deemed advisable by the Authorized Officer, in
consultation with counsel, and such information permitted to be excluded from the Preliminary
Official Statement under the Rule, shall be conclusive evidence of the approval of the final
Official Statement by the City.
5. Bond Purchase Agreement. The proposed form of Bond Purchase Agreement
between the City and the underwriter named therein (the "Underwriter"), substantially in the
form on file with the City, is hereby approved and the Authorized Officer is hereby authorized
and directed to execute and deliver the Bond Purchase Agreement for and on behalf of the City,
with any changes, insertions and deletions as may be approved by the Authorized Officer in
consultation with the Underwriter, its counsel and Bond Counsel, subject to the conditions set
forth in Section 2 above. It is hereby determined that the sale of the Bonds to the Underwriter
by negotiated sale will result in a 10wer, overall interest cost.
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6. Bonds Prepared and Delivered. Upon the execution of the Bond Purchase
Agreement, the Bonds shall be prepared, authenticated and delivered, all in accordance with
the applicable terms of the Fiscal Agent Agreement and the Bond Purchase Agreement and each
Authorized Officer and other responsible City officials are hereby authorized and directed to
take such actions as are required under the Bond Purchase Agreement and the Fiscal Agent
Agreement to complete all actions required to evidence and complete the delivery of the Bonds
upon the receipt of the purchase price thereof from the Underwriter.
7. Actions. All actions heretofore taken by the Authorized Officers and other City
officers, consultants and agents for the establishment of the Reassessment District and the sale
and issuance of the Bonds, including, but not limited to, the distribution of draft sales
documents, are hereby approved, confirmed and ratified, and the proper officers of the City are
hereby authorized and directed to do any and all things and take any and all actions and
execute any and all certificates, agreements, contracts, and other documents, which they, or any
of them, may deem necessary or advisable in order to consummate the lawful issuance and
delivery of the Bonds in accordance with this Resolution, the Fiscal Agent Agreement, the Bond
Purchase Agreement and any certificate, agreement, contract, and other document described in
the documents herein approved.
8. Effective. This resolution shall take effect upon the date of its adoption.
Resolution No. 2002-52, adopted July 1, 2002, is hereby expressly rescinded and replaced by this
resolution.
PASSED AND ADOPTED this 18th day of November, 2002 by the following vote:
AYES: COUNCILMEMBERS: ARELLANO, DILLON, GARTMAN, MORALES,
PINHEIRO, VELASCO and SPRINGER
NOES: COUNCILMEMBERS: NONE
ABSENT: COUNCILMEMBERS: NONE
APPROVED:
Th~~ay~r
A?yT:.. "
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Rhonda Pellin, City Clerk
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I, RHONDA PELLIN, City Clerk of the City of Gilroy, do hereby certifY that the attached
Resolution No. 2002-81 is an original resolution, duly adopted by the Council of the City of
Gilroy at a regular meeting of said Council held on the 18th day of November, 2002, at which
meeting a quorum was present.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Official Seal of
the City of Gilroy this 19th day of November, 2002.
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City Clerk of the City of Gilroy
(Seal)