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CC Resolution 8807 RESOLUTION NO. 8807 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CAMPBELL APPROVING THE ISSUANCE OF NOT TO EXCEED $50,000,000 AGGREGATE PRINCIPAL AMOUNT OF MULTI-FAMILY HOUSING REVENUE BONDS WHEREAS, the California Statewide Communities Development Authority (the "Issuer"), has proposed to issue an amount not to exceed $50,000,000 aggregate principal amount of Revenue Bonds (the "Bonds") pursuant to Part 5, commencing with Section 52000 of the Health and Safety Code of the State of California, as amended and supplemented; and WHEREAS, the project to be financed by the Bonds consists of costs associated with the construction, rehabilitation and purchase of real and personal property to be used as a mUlti-family rental housing project located in the City of Campbell, together with related financing costs (the "Project") as described in written materials presented to this meeting; and WHEREAS, the Issuer has requested that the City Council of the city of Campbell (the "City"), approve the issuance of the Bonds in order to satisfy the public approval requirement of Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code") and the requirements of section 9 of the Amended and Restated Joint Exercise of Powers Agreement (the "Agreement"), dated as of June 1, 1988, among certain local agencies, including the City; and WHEREAS, the city has held a public hearing on April 18, 1995, providing a reasonable opportunity for persons to comment on the issuance of the Bonds and the location of the Project; and WHEREAS, it is intended that this resolution shall constitute the approval of the issuance of the Bonds required by section 147(f) of the Code and section 9 of the Agreement; NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City, that the issuance of the Bonds is hereby approved for the purposes of Section 147(f) of the Code and Section 9 of the Agreement. RESOLVED FURTHER, for purposes of Section 9 of the Agreement, the City Council's approval of issuance of the Bonds is conditioned upon satisfaction and observance of the conditions set forth in Exhibit A attached to this Resolution and incorporated in this Resolution by this reference. LAl-98295.1 40929-64-JKZ-03/30/95 RESOLVED FURTHER, the city Clerk shall certify the adoption of this Resolution, and thenceforth and thereafter the same shall be in full force and effect. RESOLVED FURTHER, the city Clerk shall forward a certified copy of this Resolution to the following: william W. Bothwell, Esq. orrick, Herrington & Sutcliffe 777 South Figueroa street, suite 3200 Los Angeles, California 90017 THE FOREGOING RESOLUTION was approved and adopted by the City Council of the City of Campbell this 18th day of April, 1995 by the following vote: AYES: Councilmembers: Watson, Dougherty, Conant, Burr NOES: Councilmembers: None ABSENT: Councilmembers: Wilkinson APPROVED: ---~~~~ Donald R. Burr, Mayor ATTEST: tL-~ Anne Bybee, City Clerk EXHIBIT A CONDITIONS OF APPROVAL The city Council's approval of issuance of the Bonds is conditioned upon satisfaction and observance of the following: 1. The indenture, loan agreement, regulatory agreement and other agreements and documents executed by the Issuer and/or Project owner (the "Owner") in connection with issuance of the Bonds and the loan to the Owner of the net Bond proceeds, as well as any subordination agreement required to be executed by the City of Campbell Redevelopment Agency (the "Agency") in favor of the credit enhancer for the Bonds (collectively, the "Bond Documents") shall be subject to the reasonable review and approval by the City Manager to ensure that the Bond Documents are consistent with, and do not materially adversely affect or impair the rights and expectations of the Agency under, the terms of the Owner Participation Agreement between the Agency and the Owner dated as of July 5, 1994. 2. The method of housing affordability compliance and monitoring and the identity of the monitoring agent for such housing affordability compliance in connection with the Bonds(and any change in such method or monitoring agent from time to time) shall be subject to the reasonable approval of the City Manager. 3. In amplification of the Agreement as it relates to the Bonds, the Bonds shall be payable solely from amounts pledged under the Bond Documents and will not be deemed to constitute a debt or liability of the City or the Agency. The Owner shall be the sole party liable for the payment (either directly or indirectly) of the Bonds and all costs of issuing the Bonds, and shall hold the City, the Agency, and their representatives harmless from any liability with respect to the Bonds. 4. without limiting the generality of Condition #3, the Owner shall pay the costs of the City's financial advisor and the City's legal counsel in connection with review of the Bond Documents and related matters as provided in the letter from the City's financial advisor and legal counsel of March 24, 1995, as countersigned by the Owner. 103003.P50 03/28/95