Resolution 2012-15RESOLUTION NO. 2012-15
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
GILROY APPROVING A FIRST SUPPLEMENTAL FISCAL
AGENT AGREEMENT AND AUTHORIZING RELATED
ACTIONS
City of Gilroy
Community Facilities District No. 2000 -1
(Highway 152)
Special Tax Bonds, Series 2006
(Improvement Area No. l)
BE IT RESOLVED by the City Council (the "Council ") of the City of Gilroy (the
"City "), County of Santa Clara, State of California, that:
WHEREAS, the Council conducted proceedings under and pursuant to the Mello -Roos
Community Facilities Act of 1982, as amended, Chapter 2.5 of Part 1 of Division 2 of Title 5
(commencing with Section 53311) of the California Government Code (the "Act "), to form City
of Gilroy Community Facilities District No. 2000 -1 (Highway 152) (the "CFD "), to authorize the
levy of special taxes upon the land within the CFD, and to issue bonds secured by the special
taxes, the proceeds of which were used to finance certain public improvements, all as described
in those proceedings; and
WHEREAS, pursuant to a Fiscal Agent Agreement, dated as of August 1, 2006 (the
"Original Fiscal Agent Agreement "), by and between the City and Union Bank, N.A., as fiscal
agent (the "Fiscal Agent "), the City issued the "City of Gilroy Community Facilities District No.
2000 -1 (Highway 152) Special Tax Bonds, Series 2006 (Improvement Area No. 1)" (the "2006
Bonds "); and
WHEREAS, Section 8.01(B) of the Original Fiscal Agent Agreement provides that the
Original Fiscal Agent Agreement and the rights and obligations of the City and of the owners of
the 2006 Bonds may be modified or amended at any time by a Supplemental Agreement, without
the consent of any owners of the 2006 Bonds, but with the written consent of the Fiscal Agent,
after the Fiscal Agent has been furnished an opinion of counsel that the amendment is consistent
RESOLUTION NO. 2012-15
2
with Section 8.01 of the Original Fiscal Agent Agreement, only to the extent permitted by law
and only for a limited set of specified purposes, including to make such provisions for the
purpose of curing any ambiguity, or of curing, correcting or supplementing any defective
provision contained in the Original Fiscal Agent Agreement, or in regard to questions arising
under the Original Fiscal Agent Agreement, as the City and the Fiscal Agent may deem necessary
or desirable and not inconsistent with the Original Fiscal Agent Agreement, and which shall not
adversely affect the rights of the owners of the 2006 Bonds; and
WHEREAS in connection with significant ongoing delinquencies in the payment of
Special Taxes by an owner of property in the CFD, the City has determined that certain
amendments of the Original Fiscal Agent Agreement are necessary to address certain questions
arising under the Original Fiscal Agent Agreement, all as set forth in the form of a First
Supplemental Fiscal Agent Agreement on file with the City Clerk (the "First Supplemental Fiscal
Agent Agreement"); and
WHEREAS, the Fiscal Agent has received an opinion of Jones Hall, A Professional Law
Corporation, as bond counsel to the City, that the First Supplemental Fiscal Agent Agreement is
consistent with Section 8.01 of the Original Fiscal Agent Agreement.
NOW THEREFORE, IT IS HEREBY ORDERED as follows:
1. Findings. The Council finds that it is necessary and desirable for the City and the
Fiscal Agent to address in the First Supplemental Fiscal Agent Agreement certain questions
arising under the Original Fiscal Agent Agreement, and the provisions of the First Supplemental
Fiscal Agent Agreement are not inconsistent with the Original Fiscal Agent Agreement and will
not adversely affect the rights of the owners of the 2006 Bonds.
2. Approval of First Supplemental Fiscal Agent Agreement. The Council hereby
approves the form of the First Supplemental Fiscal Agent Agreement, in substantially the form
on file with the City Clerk. The Mayor, City Administrator, Finance Director, City Clerk, City
Attorney or such other officer of the City as may be designated by such officer pursuant to
RESOLUTION NO. 2012-15
C
Section 3 hereof (each, an "Authorized Officer ") is hereby authorized and directed to execute the
First Supplemental Fiscal Agent Agreement on behalf of the City.
3. Actions Authorized. All actions heretofore taken by the officers and agents of the
City with respect to the First Supplemental Fiscal Agent Agreement are hereby approved,
confirmed and ratified, and the appropriate officers of the City are hereby authorized and directed
to do any and all things and take any and all actions and execute any and all certificates,
agreements and other documents, which they, or any of them, may deem necessary or advisable
in order to consummate the execution and delivery of the First Supplemental Fiscal Agent
Agreement in accordance with this resolution and to accomplish any transactions referred to in
the First Supplemental Fiscal Agent Agreement. All actions to be taken by an Authorized
Officer, as defined herein, may be taken by such Authorized Officer or any designee, with the
same force and effect as if taken by the Authorized Officer.
4. Effective Date. This Resolution shall take effect upon its adoption.
PASSED AND ADOPTED by the City Council of the City of Gilroy this 2nd day of
April, 2012, by the following roll call vote:
AYES: COUNCILMEMBERS: ARELLANO, BRACCO, DILLON,
LEROE- MUNOZ, TUCKER, WOODWARD and PINHEIRO
NOES: COUNCILMEMBERS: NONE
ABSENT: COUNCILMEMBERS: NONE
;APPROV
A-Kert finheiro, Mayor
RESOLUTION NO. 2012-15
I, SHAWNA FREELS, City Clerk of the City of Gilroy, do hereby certify that the
attached Resolution No. 2012 -15 is an original resolution, or true and correct copy of a city
resolution, duly adopted by the Council of the City of Gilroy at a regular meeting of said Council
held on the 2nd day of April, 2012, 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 3rd dayof April, 2012.
Clerk of the OV16f Gilroy
(Seal)