CC Resolution 8316
13051-07
JHHW;DJO:brf
RESOLUTION NO. 8316
A RESOLUTION AUTHORIZING ISSUANCE OF BONDS
CITY OF CAMPBELL
Dillon-Gilman Local Improvement District No. 30
Adopted
June 2,
1992
5/26/92
Section 1.01.
Section 1.02.
Section 1.03.
Section 2.01.
Section 2.02.
Section 2.03.
Section 2.04.
Section 2.05.
Section 2.06.
Section 2.07.
Section 2.08.
Section 2.09.
Section 2.10.
Section 2.11.
Section 2.12.
Section 2.13.
Section 2.14.
Section 2.15.
Section 3.01.
Section 3.02.
Section 4.01.
Section 4.02.
Section 4.03.
Section 4.04.
Section 4.05.
Section 4.06.
Section 5.01.
Section 5.02.
Section 5.03.
Section 5.04.
Section 5.05.
Section 5.06.
Section 5.07.
Section 5.08.
TABLE OF CONTENTS
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ARTICLE I
DEFINITIONS; GENERAL
DEFINITIONS. .................................................................................. ..................2
RULES OF CONSTRUCTION....................................................... ........................6
EQUAL SECURITY. ...................... ...................................... ................................6
ARTICLE II
ISSUANCE OF BONDS
BONDS AUTHORIZED......................................................................................... 7
UNPAID ASSES SMENTS.....................................................................................7
ISSUANCE OF BONDS.............................. ................... ................................ .......7
MATURITIES OF BONDS. ..................... .................................... ............. .............7
INTEREST ON BONDS. ................. ...................................... ................................7
APPOINTMENT OF AGENT.. ............... ..................... ................. ............ ..............8
FORM OF BONDS.......................................... ................................... ..................8
PREPARATION AND DELIVERY OF BONDS. .......................................................8
EXECUTION OF BONDS................ .................. ................................ ....................8
TEMPORARY BONDS.........................................................................................8
TRANSFER AND EXCHANGE OF BONDS. ...........................................................9
BOND REGISTER................................................................ ................................9
BONDS MUTILATED, LOST, DESTROYED OR STOLEN. ......................................9
REDEMPTION PRIOR TO MATURITY ..................................................................9
REFUNDING OF BONDS. ........................ ................................ ............... ............ 10
ARTICLE III
SALE AND DELIVERY OF BONDS
SALE OF BONDS............................................................................................... 11
FURTHER AUTHORITY. ....................... ..................... ............... ....................... ..11
ARTICLE IV
APPLICA TION OF PROCEEDS OF BONDS; ESTABLISHMENT
OF FUNDS
APPLICATION OF PROCEEDS OF SALE OF BONDS. ..........................................12
IMPROVEMENT FUND. .................. ............................... ............... ................... ..12
RESER VE FUND........................................ ............................... ................... ...... 12
REDEMPTION FUND. ........................................................................................ 12
COSTS OF ISSUANCE ACCOUNT. .............. ................................................... ....12
INVESTMENT OF FUNDS. .................. ................. ............... ............ ...... ........... ..13
ARTICLE V
COVENANTS OF THE CITY; TAX COVENANTS
COLLECTION OF UNPAID ASSESSMENTS.........................................................14
FORECLOSURE................................................................................................. 14
NO ADVANCES FROM A V AILABLE SURPLUS FUNDS....................................... 14
PUNCTUAL PAYMENT ...................................... ............... ........ ........ ..... ............ 14
NO PRIORITY FOR ADDITIONAL OBLIGATIONS. ...............................................14
NO ARBITRAGE. ............................................................................................... 14
INFORMATION REPORT......................... ...... ............. .................... ............... ..... 14
PRIV ATE BUSINESS USE LIMIT A TION...............................................................14
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Section 5.09.
Section 5.10.
Section 5.11.
Section 5.12.
Section 5.13.
Section 5.14.
Section 6.01.
Section 6.02.
Section 6.03.
Section 6.04.
Section 6.05.
Section 6.06.
Section 6.07.
Exhibit A
PRIV A TE LOAN LIMIT A TION.. ........................................................................... 14
FEDERAL GUARANTEE PROHIBITION. ...... ... .... .................................................15
SMALL ISSUER EXEMPTION FROM REBATE REQUIREMENTS.......................... 15
SMALL ISSUER EXEMPTION FROM BANK NONDEDUCTIBILITY
RESTRICTION..................................................................................... .............. 15
FURTHER ASSURANCES. ... .......................................................................... .... 15
AMENDMENT. .................................................................................................. 15
ARTICLE VI
MISCELLANEOUS
FUNDS AND ACCOUNTS................................................................................... 16
PARTIAL INV ALInITy....................................................................................... 16
DEFEASANCE.................................................................... ............................... 16
REPEAL OF INCONSISTENT RESOLUTIONS. .....................................................16
AUTHORITY OF TREASURER................................................. ........................... 16
CERTIFIED COPIES...................... .............................................. .... ................. ..16
EFFECTIVE DATE OF THE RESOLUTION............................................ ............. ..16
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FORM OF BOND
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RESOLUTION NO. 8316
A RESOLUTION AUTHORIZING ISSUANCE OF BONDS
CITY OF CAMPBELL
Dillon-Gilman Local Imorovement District No. 30
RESOL VED, by the City Council (the "Council") of the City of Campbell (the "City"),
County of Santa Clara, State of California, that
WHEREAS, on October 21, 1991, this Council passed and adopted Resolution of
Intention No. 8186 (the "Resolution of Intention") relating to the acquisition and/or construction of
public improvements under and pursuant to the provisions of the Municipal Improvement Act of
1913 Division 12 of the Streets and Highways Code of California for the Dillon-Gilman Local
Improvement District No. 30 (the "Assessment District"). By the Resolution of Intention, the
Council provided that serial bonds, term bonds, or both would be issued thereunder pursuant to
the provisions of the Improvement Bond Act of 1915, Division 10 of the Streets and Highways
Code of California (the "Bond Law") and reference to the Resolution of Intention is hereby
expressly made for further particulars;
WHEREAS, notice of recordation of the assessment and of the place where and the time
within which the individual assessments could be paid, in whole or in part, has been duly given in
the time and form provided by law, the time so provided for such payment has expired and a list
of the assessments which remain unpaid has been filed with the Finance Director of the City; and
WHEREAS, this Council now intends to provide for the issuance of improvement bonds
upon the security of a portion of said unpaid assessments, all as hereinafter provided;
NOW, THEREFORE, IT IS ORDERED, as follows:
. .
ARTICLE I
DEFINITIONS; GENERAL
Section 1.01. DEFINITIONS. Unless the context otherwise requires, the terms
defined in this Section shall, for all purposes of this Resolution and of any Supplemental
Resolution and of the Bonds and of any certificate, opinion, request or other document herein
mentioned, have the meanings herein specified.
"Act" means the Municipal Improvement Act of 1913, Division 12 of the Streets and
Highways Code of California.
"Acent" means Bank of America National Trust and Savings Association appointed in
Section 2.06 to perform the duties of authentication, registration, transfer and payment of the
Bonds and the Agent's assigns or any other corporation or association which may at any time be
substituted in its place.
"Assessment" means the special assessments levied against all taxable real property within
the boundaries of the Assessment District pursuant to the Act which are subject to assessment
pursuant to the Resolution of Intention, for the purpose of paying principal of and/or interest on the
Bonds under the Bond Law.
"Assessment District" means that portion of the City designated "Dillon-Gilman Local
Improvement District No. 30" established in proceedings under the Resolution of Intention.
"Authorized Investments" means any securities (other than those identified in paragraphs
(a) and (d) of Section 53601 of the Government Code of the State) in which the City may legally
invest funds subject to its control, pursuant to Article 1, commencing with Section 53600, of
Chapter 4 of Part 1 of Division 2 of Title 5 of the Government Code of the State, as now or
hereafter amended.
"A vailable Surplus Funds" means any surplus moneys held by the City at the end of each
Fiscal Year in excess of the amounts required to pay lawful municipal obligations incurred in that
Fiscal Year.
"Bond Date" means the dated date of the Bonds, being the date of delivery thereof.
"Bond Denomination" means the amount of $5,000 or any integral multiple thereof, which
is the minimum amount in which the Bonds may be issued, except that one Bond may be in an odd
amount.
"Bond Law" means the Improvement Bond Act of 1915, Division 10 of the Streets and
Highways Code of California.
"Bond Purchase Contract" means the agreement or contract between the City and the
Original Purchaser whereby the City agrees to sell and the Original Purchaser agrees to buy all or a
designated portion of the Bonds.
"Bond Register" means the books maintained by the Agent pursuant to Section 2.12 for the
registration and transfer of ownership of the Bonds.
"Bond Year" means the twelve-month period beginning on the anniversary of the Closing
Date in each year and ending on the day prior to the anniversary date of the Closing Date in the
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following year except that (i) the first Bond Year shall begin on the Closing Date, and (ii) the last
Bond Year may end on a prior redemption date.
"Bonds" or "Bonds of this Issue" means Limited Obligation Improvement Bonds, City of
Campbell, Dillon-Gilman Local Improvement District No. 30, Series 1992, issued and at any time
Outstanding.
"Certificate of the City" means a written certificate, statement, request, order or requisition
signed by the Treasurer or by any other officer of the City duly authorized by the Council for that
purpose.
"City" means the City of Campbell, County of Santa Clara, a municipal corporation and
general law city of the State of California duly organized and validly existing under and by virtue
of the Constitution and the laws of the State of California.
"Clerk" means the City Clerk of the City.
"Closing Date" means the date upon which there is an exchange of any of the Bonds for the
proceeds representing the purchase price of such Bonds by the Original Purchaser thereof.
"Costs of Issuance" means all expenses incurred in connection with the authorization,
issuance, sale and delivery of the Bonds, including but not limited to compensation, fees and
expenses of the City and the Agent and their respective counsel, compensation to any financial
consultants and underwriters (other than those taken as discount on the Closing Date), legal fees
and expenses, filing and recording costs, costs of preparation and reproduction of documents,
costs of compliance with Tax Regulations, and costs of printing, mailing and publication of notices
with respect to the City and the Project.
"Cost of Issuance Account" means the account of that name established and held by the
Treasurer pursuant of Section 4.05 hereof.
"Council" means the City Council of the City.
"County" means the County of Santa Clara, State of California.
"Debt Service" means the scheduled amount of interest and amortization of principal
payable on the Bonds during the period of computation, excluding amounts scheduled during such
period which relate to principal which has been retired before the beginning of such period.
"Federal Securities" means any of the following which at the time of investment are legal
investments under the laws of the State for the moneys proposed to be invested therein:
(a) direct general obligations of the United States of America (including
obligations issued or held in book entry form on the books of the Department of the
Treasury of the United States of America); and
(b) obligations of any department, agency or instrumentality of the United States
of America the timely payment of principal of and interest on which are unconditionally and
fully guaranteed by the United States of America.
"Fiscal Year" means the period commencing on July 1 of each year and terminating on the
next succeeding June 30.
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"Gross Proceeds" means and includes, with respect to any Bonds, all of the following
amounts:
(a) original proceeds, namely, the net amounts remaining from the sale of the
Bonds after payment of all Costs of Issuance, including accrued interest but excluding
underwriter's and original issue discount, and excluding any such proceeds which become
transferred proceeds (determined in accordance with applicable Tax Regulations) of
obligations issued to refund the Bonds in whole or in part;
(b) investment proceeds, namely, amounts received at any time from the
investment of any proceeds described in the preceding clause (a), or from the investment of
amounts described in this clause (b), in Nonpurpose Investments, increased by the amount
of any profits and decreased (if necessary, below zero) by the amount of any losses on
such investments, excluding such amounts which become transferred proceeds (determined
in accordance with applicable Tax Regulations) of obligations issued to refund the Bonds in
whole or in part;
(c) sinking fund proceeds, namely, amounts, other than amounts described in the
preceding clauses (a) and (b), which are held in the Redemption Fund and any other Fund
or Account which is reasonably expected to be used to pay Debt Service;
(d) Investment Property pledged as security for payment of Debt Service by the
City;
(e) any amounts, other than amounts described elsewhere in this definition, used
to pay Debt Service; and
(f) amounts received as a result of the investment of amounts described in this
definition.
"Improvement Fund" means the fund of that name established and held by the Treasurer
pursuant to Section 4.02 hereof.
"Interest Pavment Date" means each date upon which interest on the Bonds is payable,
beginning March 2, 1993, and semiannually on each September 2 and March 2 thereafter until
maturity.
"Investment Earnings" means all interest earned and any gains or losses on the moneys
within the funds and accounts created by this Resolution.
"Investment Proverty" means any security (as said term is defined in section 165(g)(2)(A)
or (B) of the Tax Code), obligation, annuity or investment-type property, excluding, however,
obligations (other than specified private activity bonds defined in section 57(e)(5) and (6) of the
Tax Code) the interest on which is exempt from income tax under section 103 of the Tax Code for
federal income tax purposes.
"Nonvurpose Investment" means any Investment Property which is acquired with the
Gross Proceeds and is not acquired in order to carry out the governmental purpose of the Bonds.
"Original Purchaser" means Stone & Youngberg, the first purchaser of the Bonds from the
City under the Bond Purchase Contract.
"Outstanding," when used as of any particular time with reference to Bonds, means all
Bonds theretofore executed, issued and delivered by the City under this Resolution except:
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(a) Bonds theretofore cancelled by the Agent or surrendered to the Agent for
cancellation;
(b) Bonds paid or deemed to have been paid within the meaning of Section 2.15;
and
Bonds in lieu of or in substitution for which other Bonds shall have been executed,
issued and delivered by the City pursuant to this Resolution or any Supplemental
Resolution.
"Owner" or "RefJistered Owner" , when used with respect to any Outstanding Bond, means
the person in whose name the ownership of such Bond shall be registered on the Bond
Registration Books.
"Principal Qffice" means the office of the Agent in San Francisco, California.
"Private Business Use" means use directly or indirectly in a trade or business carried on by
a natural person or in any activity carried on by a person other than a natural person, excluding use
by a governmental unit and use by any person as a member of the general public.
"Proceeds," when used with reference to the Bonds, means the face amount ofthe Bonds,
plus accrued interest and premium, if any, less original issue discount, if any.
"Proiect" means the acquisitions and improvements described in the Resolution of Intention
and of changes and modification approved thereto by the Council.
"Purchase Price," for the purpose of computation of the Yield of the Bonds, has the same
meaning as the term "issue price" in sections 1273(b) and 1274 of the Tax Code, and, in general,
means the initial offering price to the public (not including bond houses and brokers, or similar
persons or organizations acting in the capacity of underwriters or wholesalers) at which price a
substantial amount of the Bonds are sold or, if the Bonds are privately placed, the price paid by the
Original Purchaser of the Bonds or the acquisition cost of such original purchaser. The term
"Purchase Price", for the purpose of computation of the Yield of Nonpurpose Investments, means
the fair market value of the Nonpurpose Investments on the date of use of Gross Proceeds for
acquisition thereof, or if later, on the date that Investment Property constituting a Nonpurpose
Investment becomes a Nonpurpose Investment of the Bonds.
"Record Date" means, with respect to the Bonds, the fifteenth (15th) day immediately
preceding an Interest Payment Date.
"Redemption Fund" means the fund of that name established and held by the Treasurer
pursuant to Section 4.04 hereof.
"Redemption Price" means, with respect to any Bond, the principal amount thereof, plus
the applicable premium, if any, payable upon redemption thereof pursuant to the Resolution.
"Redemotion Premium" means 3% of the principal amount of the Bonds to be redeemed.
"Reserve Fund" means the fund of that name established and held by the Treasurer
pursuant to Section 4.03 hereof.
"Reserve Requirement" means the amount of $53,317.
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"Resolution" or "Resolution of Issuance" means this Resolution, as originally adopted or
as it may from time to time be supplemented, modified or amended by any Supplemental
Resolution pursuant to the provisions hereof.
"Resolution of/ntention" means Resolution No. 8186, entitled "A Resolution oflntention
to Make Acquisitions and Improvements," adopted by the Council on October 21, 1991, as
modified or amended and in effect on the Closing Date.
"State" means the State of California.
"Supplemental Resolution" means any resolution, agreement, resolution or other
instrument hereafter duly adopted or executed by the City in accordance with the provisions of this
Resolution.
"Tax Code" means the Internal Revenue Code of 1986, as amended. Any reference to a
provision of the Tax Code shall include the applicable Tax Regulations with respect to such
provision.
Code.
"Tax Regulations" means temporary and permanent regulations promulgated under the Tax
"Treasurer" means the Finance Director, or designee thereof, of the City.
"Yield" means that yield which, when used in computing the present worth of all payments
of principal and interest (or other payments in the case of Nonpurpose Investments which require
payments in a form not characterized as principal and interest) on a Nonpurpose Investment or on
the Bonds produces an amount equal to the Purchase Price of such Nonpurpose Investment or the
Bonds, as the case may be, all computed as prescribed in the applicable Tax Regulations.
Section 1.02. RULES OF CONSTRUCTION. All references in this Resolution
to "Articles", "Sections", and other subdivisions are to the corresponding Articles, Sections or
subdivisions of this Resolution; and the words "herein", "hereof', "hereunder" and other words of
similar import refer to this Resolution as a whole and not to any particular Article, Section or
subdivision hereof.
Words of the masculine gender shall be deemed and construed to include correlative words
of the feminine and neuter genders. Unless the context shall otherwise indicate, words importing
the singular number shall include the plural number and vice versa, and words importing persons
shall include corporations and associations, including public bodies, as well as natural persons.
Section 1.03. EQUAL SECURITY. In consideration of the acceptance of the
Bonds by the Owners thereof, this Resolution shall be deemed to be and shall constitute a contract
between the City and the Owners from time to time of the Bonds~ and the covenants and
agreements herein set forth to be performed on behalf of the City shall be for the equal and
proportionate benefit, security and protection of all Owners of the Bonds without preference,
priority or distinction as to security or otherwise of any of the Bonds over any of the others by
reason of the number or date thereof or the time of sale, execution or delivery thereof, or otherwise
for any cause whatsoever, except as expressly provided therein or herein.
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ARTICLE II
ISSUANCE OF BONDS
Section 2.01. BONDS AUTHORIZED. All acts, conditions and things required
by law to exist, happen and be performed precedent to and in the issuance of the Bonds have
existed, happened and been performed in due time, form and manner as required by law, and the
Council is now authorized pursuant to each and every requirement of law to issue the Bonds in the
manner and form as in this Resolution provided. The Bonds will be issued as serial bonds or term
bonds, or both, as set forth in the Bond Purchase Contract.
Section 2.02. UNPAID ASSESSMENTS. The assessments now remaining
unpaid are as shown on said list of unpaid assessments on file with the Treasurer which is
incorporated herein by this reference made a part hereof. For a particular description of the lots or
parcels of land bearing the respective assessment numbers set forth in said list, reference is hereby
made to the assessment and to the diagram, and any amendments thereto recorded in the office of
the Superintendent of Streets of the City after confrrmation thereof by the Council.
Section 2.03. ISSUANCE OF BONDS. The Bonds, in the aggregate principal
amount of not to exceed $666,471, shall be issued as hereinafter provided upon the security of the
unpaid assessments, or portion thereof, in accordance with, under and pursuant to the provisions
of said Resolution of Intention and the proceedings thereunder duly had and taken. The actual
principal amount of the Bonds shall be as set forth in the Bond Purchase Contract. The Bonds
shall be known as "Limited Obligation Improvement Bonds, City of Campbell, Dillon-Gilman
Local Improvement District No. 30, Series 1992." Jurisdiction is hereby expressly retained to
issue bonds, from time to time as determined by the Council, upon the security of any remaining
balance of unpaid assessments.
Section 2.04. MATURITIES OF BONDS. The Bonds shall be issued in only
fully registered form, without coupons, in the Bond Denomination or any integral multiple thereof,
so long as no Bond shall have more than one maturity date. The Bonds shall be dated with the
Bond Date and mature on September 2 in each of the years and in the amounts set forth in the Bond
Purchase Contract. The Bonds shall be numbered or otherwise identified as determined by the
Agent.
Section 2.05. INTEREST ON BONDS. The Bonds shall bear interest at the rate or
rates set forth in the Bond Purchase Contract.
Interest on the Bonds shall be payable on each Interest Payment Date to the person whose
name appears on the Bond Registration Books as the Owner thereof as of the Record Date
immediately preceding each such Interest Payment Date, such interest to be paid by check or draft
of the Agent mailed to the Owner, at the address of such Owner as it appears on the Bond
Registration Books. Principal of and premium (if any) on any Bond shall be paid upon
presentation and surrender thereof at the Principal Office of the Agent. Both the principal of and
interest and premium (if any) on the Bonds shall be payable in lawful money of the United States
of America.
The Bonds shall bear interest from the Interest Payment Date next preceding the date of
authentication of the Bonds, except for any Bond which is authenticated on an Interest Payment
Date, in which event such Bond shall bear interest from such date of authentication, and except for
any Bond which is authenticated prior to the first Interest Payment Date, in which event such Bond
shall bear interest from the Bond Date; provided, however, that if, as of the date of authentication
of any Bond, interest thereon is in default, such Bond shall bear interest from the date to which
interest has previously been paid or made available for payment in full.
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Section 2.06. APPOINTMENT OF AGENT. Bank of America National Trust
and Savings Association is hereby appointed as the Agent to perform the actions and duties
required under this Resolution for the authentication, transfer, registration, and payment of the
Bonds.
Section 2.07. FORM OF BONDS. The Bonds, the form of Agent's certificate of
authentication, and the form of assignment to appear thereon, shall be substantially in the
respective form set forth in Exhibit "A" attached hereto and by this reference incorporated herein,
with necessary or appropriate variations, omissions and insertions, as permitted or required by this
Resolution. "CUSIP" identification numbers shall be imprinted on the Bonds, but such numbers
shall not constitute a part of the contract evidenced by the Bonds and any error or omission with
respect thereto shall not constitute cause for refusal of any purchaser to accept delivery of any pay
for the Bonds. In addition, failure on the part of the City or the Agent to use such CUSIP numbers
in any notice to Owners shall not constitute an event of default or any violation of the City's
contract with such Owners and shall not impair the effectiveness of any such notice.
Section 2.08. PREPARATION AND DELIVERY OF BONDS. Upon
execution of the Bond Purchase Agreement on behalf of the City, the Treasurer is hereby directed
to cause the Bonds to be prepared in accordance with this Resolution and to cause their delivery
upon their completion and execution to the Agent who shall authenticate and deliver the Bonds to
the Original Purchaser, upon receipt of the purchase price therefor, and upon receipt of the request
of the City.
Section 2.09. EXECUTION OF BONDS. The Bonds shall be signed in the name
and on behalf of the City with the manual or facsimile signatures of the City Treasurer and attested
by the manual or facsimile signature of the Clerk. The Bonds shall then be delivered to the Agent
for authentication by it. In case any officer who shall have signed any of the Bonds shall cease to
be such officer before the Bonds so signed shall have been authenticated or delivered by the Agent
or issued by the City, such Bonds may nevertheless be authenticated, delivered and issued and,
upon such authentication, delivery and issue, shall be as binding upon the City as though the
individual who signed the same had continued to be such officer of the City. Also, any Bond may
be signed on behalf of the City by any individual who on the actual date of the execution of such
Bond shall be the proper officer although on the nominal date of such Bond such individual shall
not have been such officer.
Only such of the Bonds as shall bear thereon a certificate of authentication in substantially
the form set forth in Exhibit "A", manually executed by the Agent, shall be valid or obligatory for
any purpose or entitled to the benefits of this Resolution, and such certificate of the Agent shall be
conclusive evidence that the Bonds so authenticated have been duly authenticated and delivered
hereunder and are entitled to the benefits of this Resolution. The Agent's certificate of
authentication on any Bonds shall be deemed to be executed by it if signed by an authorized officer
or signatory of the Agent, but it shall not be necessary that the same officer or signatory sign the
certificate of authentication on all of the Bonds issued hereunder.
Section 2.10. TEMPORARY BONDS. The Bonds may be issued initially in
temporary form exchangeable for definitive Bonds when ready for delivery. The temporary Bonds
may be printed, lithographed or typewritten, shall be of such denominations as may be determined
by the Council and may contain such reference to any of the provisions of this Resolution as may
be appropriate. Every temporary Bond shall be executed by the officers designated and in the
manner provided in Section 2.09 hereof and be registered and authenticated by the Agent upon the
same conditions and in substantially the same manner as the definitive Bonds. If the Council
issues temporary Bonds, it will execute and furnish definitive Bonds without delay, and thereupon
the temporary Bonds may be surrendered, for cancellation, in exchange therefor at the Principal
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Office of the Agent, and the Agent shall authenticate and deliver in exchange for such temporary
Bonds an equal aggregate principal amount of definitive Bonds of authorized denominations. Until
so exchanged, the temporary Bonds shall be entitled to the same benefits under this Resolution as
definitive Bonds authenticated and delivered hereunder.
Section 2.11. TRANSFER AND EXCHANGE OF BONDS. Any Bond may,
in accordance with its terms, be transferred upon the Bond Register by the person in whose name it
is registered, in person or by his duly authorized attorney, upon surrender of such Bond for
cancellation, accompanied by delivery of a written instrument of transfer in a form approved by the
Agent, duly executed. Whenever any Bond shall be surrendered for transfer, the Agent shall
thereupon authenticate and deliver to the transferee a new Bond or Bonds of like tenor, maturity
and aggregate principal amount. Bonds may be exchanged at the Principal Office of the Agent, for
Bonds of the same tenor and maturity and of other authorized denominations. No Bonds the notice
of redemption of which has been given pursuant to Section 2.14 shall be subject to transfer or
exchange pursuant to this Section. Neither the City nor the Agent shall be required to make such
exchange or registration or transfer of Bonds during the fifteen (15) days immediately preceding
any Interest Payment Date.
Section 2.12. BOND REGISTER. The Agent will keep or cause to be kept at its
Principal Office a sufficient Bond Register for the registration and transfer of the Bonds, which
shall at all times during regular business hours be open to inspection by the City; and, upon
presentation for such purpose, the Agent shall, under such reasonable regulations as it may
prescribe, register or transfer or cause to be registered or transferred, on said books, Bonds as
hereinbefore provided.
Section 2.13. BONDS MUTILATED, LOST, DESTROYED OR STOLEN.
If any Bond shall become mutilated, the Agent shall thereupon authenticate and deliver, a new
Bond of like maturity and principal amount in exchange and substitution for the Bond so mutilated,
but only upon surrender to the Agent of the Bond so mutilated. Every mutilated Bond so
surrendered to the Agent shall be cancelled by it and delivered to, or upon the order of, the City. If
any Bond issued hereunder shall be lost, destroyed or stolen, evidence of such loss, destruction or
theft may be submitted to the City and the Agent and, if such evidence be satisfactory to them and
indemnity satisfactory to them shall be given, the Agent shall thereupon authenticate and deliver, a
new Bond of like maturity and principal amount in lieu of and in substitution for the Bond so lost,
destroyed or stolen (or if any such Bond shall have matured or shall have been called for
redemption, instead of issuing a substitute Bond the Agent may pay the same without surrender
thereof upon receipt of indemnity satisfactory to the Agent). The City may require payment of a
reasonable fee for each new Bond issued under this Section and of the expenses which may be
incurred by the City and the Agent. Any Bond issued under the provisions of this Section in lieu
of any Bond alleged to be lost, destroyed or stolen shall constitute an original contractual obligation
on the part of the City whether or not the Bond alleged to be lost, destroyed or stolen be at any time
enforceable by anyone, and shall be equally and proportionately entitled to the benefits of this
Resolution with all other Bonds secured by this Resolution and any Supplemental Resolution.
Section 2.14. REDEMPTION PRIOR TO MATURITY.
Each Bond, or any portion thereof in the amount of the Bond Denomination or any
integral multiple thereof, outstanding may be redeemed and paid in advance of maturity
upon any Interest Payment Date in any year by giving 30-day's notice by registered or
celtified mail or personal service to the Registered Owner as required by applicable
provisions of the Bond Law and by paying the principal amount thereof together with the
Redemption Premium 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 and as provided in the Bond Law.
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The Treasurer shall cause to be called for redemption and retire Bonds upon
prepayment of assessments in amounts sufficient therefor, or whenever sufficient surplus
funds are available therefor in the Redemption Fund.
The provisions of Part 11.1 of the Bond Law are applicable to the advance payment
of assessments and to the calling of the Bonds.
Section 2.15. REFUNDING OF BONDS. The Bonds may be refunded by the
City pursuant to Divisions 11 or 11.5 of the Streets and Highways Code of California upon the
conditions as set forth in appropriate proceedings therefor, all as determined by the Council.
-10-
ARTICLE III
SALE AND DELIVERY OF BONDS
Section 3.01. SALE OF BONDS. The Bonds shall be sold to the Original
Purchaser pursuant to a Bond Purchase Contract between the City and Original Purchaser. The
Terasurer is hereby authorized to sell the Bonds and to negotiate and execute a Bond Purchase
Contract with the Original Purchaser thereof, subject to such conditions as shall be provided by
separate resolution of the Council.
Section 3.02. FURTHER AUTHORITY. The officers of the City are hereby
authorized and directed to execute all documents and take such actions as they may deem necessary
or advisable in order to carry out and perform the purposes of this Resolution, and the execution or
taking of such action shall be conclusive evidence of such necessity or advisability.
The Treasurer and the Clerk are authorized to complete and to approve changes in any
provisions of this Resolution and Exhibit "A" hereto in order to accomplish the delivery of any of
the Bonds on schedule; such changes may be accomplished by attachment of a certificate executed
by both such officers to this Resolution on fIle in the office of the Clerk.
-11-
ARTICLE IV
APPLICA TION OF PROCEEDS OF BONDS;
ESTABLISHMENT OF FUNDS
Section 4.01. APPLICATION OF PROCEEDS OF SALE OF BONDS.
Upon receipt of the proceeds of sale of the Bonds on the Closing Date, the proceeds thereof shall
be forthwith set aside, paid over and deposited by the Treasurer, as set forth in the Bond Purchase
Contract, a Certificate of the City and this Article IV.
Section 4.02. IMPROVEMENT FUND. There is hereby created a separate fund
to be known as the "City of Campbell, Dillon-Gilman Local Improvement District No. 30, Limited
Obligation Improvement Bonds Series 1992, Improvement Fund" (the "Improvement Fund"),
which shall be held in trust by the Treasurer. The Treasurer shall disburse moneys in the
Improvement Fund for the purpose of paying or reimbursing the costs of acquiring and
constructing the Project, including but not limited to all costs incidental to or connected with such
acquisition and construction: Disbursements from the Improvement Fund shall be subject to the
provisions of Sections 5.08 and 5.09 hereof. Any surplus remaining after payment of all said
costs and expenses shall be used as set forth in the proceedings pursuant to the Resolution of
Intention and applicable provisions of the Act and the Improvement Fund shall be closed.
Section 4.03. RESERVE FUND. There is hereby created a special fund known as
the "City of Campbell, Dillon-Gilman Local Improvement District No. 30, Limited Obligation
Improvement Bonds Series 1992, Reserve Fund" (the "Reserve Fund"). The Reserve Fund shall
be initially established in the amount set forth in the Bond Purchase Contract hereto and the
Reserve Fund shall not exceed the Reserve Requirement. The moneys in the Reserve Fund shall
constitute a trust fund for the benefit of the Registered Owners of the Bonds and shall be
administered by the Treasurer in accordance with and pursuant to the provisions of Part 16 of the
Bond Law; provided that proceeds from redemption or sale of the properties with respect to which
payment of delinquent assessments and interest thereon was paid from the Reserve Fund, shall be
credited to the Reserve Fund; and provided further that for the purposes of maintaining the Reserve
Requirement and providing for any required reduction of the amount of money in the Reserve
Fund during the term of the Bonds pursuant to section 8887 of the Bond Law, and applicable
provisions of the Tax Code, all proceeds from investment of moneys in the Reserve Fund in
excess of the Reserve Requirement shall be deposited into the Redemption Fund, except as
otherwise provided in Section 5.07 hereof.
Section 4.04. REDEMPTION FUND. There is hereby created a special fund
known as the "City of Campbell, Dillon-Gilman Local Improvement District No. 30, Limited
Obligation Improvement Bonds Series 1992, Redemption Fund" (the "Redemption Fund"). The
Treasurer shall place in the Redemption Fund any amounts of accrued interest upon the Bonds
from the Bond Date to the Closing Date and premium (if any) received upon the sale of the Bonds,
together with any capitalized interest funded as a part of the purchase price of the Bonds and all
sums received from the collection of unpaid assessments provided in Section 5.01 hereof, and of
the interest and penalties thereon.
Section 4.05. COSTS OF ISSUANCE ACCOUNT. There is hereby created
within the Improvement Fund, a special account to be known as the "City of Campbell, Dillon-
Gilman Local Improvement District No. 30, Limited Obligation Improvement Bonds Series 1992,
Costs of Issuance Account" (the "Costs of Issuance Account"), which the City hereby covenants
and agrees to cause to be maintained and which shall be held in trust by the Treasurer. The
moneys in the Costs of Issuance Account shall be used in the manner provided by law solely for
the purpose of the payment of Costs of Issuance, on or after the Closing Date. Any funds
-12-
remaining in the Costs of Issuance Account on the date that is six months after the Closing Date,
shall be transferred to the Improvement Fund and the Costs of Issuance Account shall be closed.
Section 4.06. INVESTMENT OF FUNDS. Moneys in the Improvement Fund,
Redemption Fund, and the Reserve Fund shall, whenever practicable, be invested in Authorized
Investments, maturing on a date prior to which such moneys are expected to be required. Any
income therefrom or interest thereon shall accrue to and be deposited in the fund from which said
moneys were invested.
-13-
ARTICLE V
COVENANTS OF THE CITY; TAX COVENANTS
Section 5.01. COLLECTION OF UNPAID ASSESSMENTS. The unpaid
assessments as set forth on the list thereof on file with the Treasurer together with the interest
thereto, 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 assessment shall be payable
in each year preceding the date of maturity of each of the several series of Bonds issued including
any sinking payments on the Bonds sufficient to pay the Bonds when due (including any sinking
payments thereon) and such proportion of each unpaid assessment 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 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 interests after delinquency as do the general taxes on real property. All
sums received from the collection of said unpaid assessments and of the interest and penalties
thereon shall be placed in the Redemption Fund.
Section 5.02. FORECLOSURE. The City hereby covenants with and for the benefit
of the Owners of the Bonds that it will order, and cause to be commenced within 150 days
following the date of delinquency, and thereafter diligently prosecuted, an action in the Superior
Court to foreclose the lien of any assessment or installment thereof not paid when due, pursuant to
and as provided in sections 8830 through 8835, inclusive, of the Bond Law.
Section 5.03. NO ADVANCES FROM A V AILABLE SURPLUS FUNDS.
The City shall not be obligated to advance available surplus funds of the City to cure any deficiency
which may occur in the Redemption Fund.
S('ction 5.04. PUNCTUAL PAYMENT; COMPLIANCE WITH
DOCUMENTS. The City shall punctually payor cause to be paid the interest and principal to
become due with respect to all of the Bonds in strict conformity with the terms of the Bonds and of
this Resolution, and will faithfully observe and perform all of the conditions, covenants and
requirements of this Resolution and all Supplemental Resolutions.
Section 5.05. NO PRIORITY FOR ADDITIONAL OBLIGATIONS. The
City covenants that no additional bonds or other obligations shall be issued or incurred having any
priority over the Bonds in payment of principal or interest out of the Assessments. Nothing in this
Resolution shall prohibit or impair the authority of the City to issue bonds or other obligations
secured by and payable from Assessments which are on a parity with the Bonds, upon such terms
and in such principal amounts as the City may determine.
Section 5.06. NO ARBITRAGE. The City shall not take, nor permit nor suffer to
be taken, any action with respect to the proceeds of any of the Bonds which would cause any of
the Bonds to be "arbitrage bonds" within the meaning of the Tax Code.
Section 5.07. INFORMATION REPORT. The Treasurer is hereby directed to
assure the filing of an information report for the Bonds in compliance with section 149(e) of the
Tax Code.
Section 5.08. PRIVATE BUSINESS USE LIMIT A TION. Not more than ten
percent (10%) of the Proceeds of the Bonds shall be used in a manner which would cause the
Bonds to become "private activity bonds" under and within the meaning of section 141(a) of the
Tax Code.
-14-
Section 5.09. PRIV ATE LOAN LIMITATION. Not more than five percent
(5%) of the Proceeds of the Bonds shall be used, directly or indirectly, to make or finance a loan
(other than loans constituting Nonpurpose Obligations or assessments) to persons other than state
or local government units.
Section 5.10. FEDERAL GUARANTEE PROHIBITION. The City shall not
take any action or permit or suffer any action to be taken if the result of the same would be to cause
any of the Bonds to be "federally guaranteed" within the meaning of section l49(b) of the Tax
Code.
Section 5.11. SMALL ISSUER EXEMPTION FROM REBATE
REQUIREMENTS. In accordance with section 148(f)(4)(C) of the Code, the City covenants
that it is a governmental unit wtih general taxing powers; that the Bonds are not private activity
bonds as defined in section 141 of the Code; that ninety-five percent (95 %) or more of the
proceeds of the Bonds are to be used for local governmental activities of the City (or of a
governmental unit the jurisdiction of which is entirely within the jurisdiction of the City); and that
the aggregate face amount of the all tax-exempt obligations (other than private activity bonds as
defined in section 141 of the Code) issued by the City, including all subordinate entities of the
City, during the calendar year 1991 will not exceed $5,000,000, excluding, however, private
activity bonds, as defined in section 141 of the Code and current refunding obligations having a
principal amount not in excess of the refunded obligations.
Section 5.12. SMALL ISSUER EXEMPTION FROM BANK
NONDEDUCTIBILITY RESTRICTION. The City hereby designates the Bonds for
purposes of paragraph (3) of section 265(b) of the Tax Code and covenants that the Bonds do not
constitute private activity bonds as defined in section 141 of the Tax Code, and the aggregate face
amount of obligations issued by the City (including all subordinate entities of the City and all
entities that may issue obligations on behalf of the City) during the calendar year 1992 will not
exceed $10,000,000 excluding, however, private activity bonds, as defined in section 141 of the
Tax Code (other than qualified 501 (c)(3) bonds as defined in section 145 of the Tax Code) and
current refunding obligations having a principal amount in excess of the refunded obligation.
Section 5.13. FURTHER ASSURANCES. The City will adopt, make, execute
and deliver any and all such further resolutions, instruments and assurances as may be reasonably
necessary or proper to carry out the intention or to facilitate the performance of this Resolution, and
for the better assuring and confirming unto the Owners of the Bonds the rights and benefits
provided in this Resolution.
Section 5.14. AMENDMENT. Without the consent of the Owners of the Bonds,
the City hereafter may amend this Resolution to add, modify or delete provisions if the same is
necessary or desirable to assure compliance with section 148(f) of the Tax Code relating to rebate
of Excess Investment Earnings or as otherwise required, to assure the exemption from federal
income taxation of interest on the Bonds.
-15-
ARTICLE VI
MISCELLANEOUS
Section 6.01. FUNDS AND ACCOUNTS. Any fund or account required by this
Resolution to be established by the Treasurer and held and maintained by the Treasurer or the
Agent may be established and maintained in the accounting records of the Treasurer or the Agent
either as a fund or an account, and may, for the purposes of such records, any audits thereof and
any reports or statements with respect thereto, be treated either as a fund or an account; but all such
records with respect to all such funds and accounts shall at all times be maintained in accordance
with sound accounting practices and with due regard for the protection of the security of the Bonds
and the rights of every Owner thereof.
Section 6.02. PARTIAL INVALIDITY. If anyone or more of the covenants or
agreements, or portions thereof, provided in this Resolution to be performed on the part of the
City, the Council or the Agent should be contrary to law, then such covenant or covenants, such
agreement or agreements, or such portions thereof, shall be null and void and shall be deemed
separable from the remaining covenants and agreements or portions thereof and shall in no way
affect the validity of this Resolution or of the Bonds; but the Owner shall retain all the rights and
benefits accorded to them under applicable provisions of law. The Council hereby declares that it
would have adopted this Resolution and each and every other section, paragraph, subdivision,
sentence, clause and phrase hereof, and would have authorized the issuance of the Bonds pursuant
hereto, irrespective of the fact that anyone or more sections, paragraphs, subdivisions, sentences,
clauses or phrases of this Resolution or the application thereof, to any person or circumstances
may he held to be unconstitutional, unenforceable or invalid.
Section 6.03. DEFEASANCE. The Bonds shall no longer be deemed to be
outstanding and unpaid if the City shall have made adequate provision for the payment, in
accordance with the Bonds and this Resolution, of the principal, interest and premiums, if any, to
become due thereon at maturity or upon call and redemption prior to maturity. Such provision
shall be deemed to be adequate if the Council shall, on behalf of the Assessment District, have
irrevocably set aside, in a special trust fund or account, cash or Federal Securities which when
added to the interest earned or to be earned thereon shall be sufficient to make said payments as
they become due and to redeem any Bonds Outstanding on the earliest possible redemption date.
Section 6.04. REPEAL OF INCONSISTENT RESOLUTIONS. Any resolution
of the Council, and any part of such resolution, inconsistent with this Resolution, is hereby
repealed to the extent of such inconsistency.
Section 6.05. AUTHORITY OF TREASURER. All actions mandated by this
Resolution to be performed by the Treasurer may be performed by the designee thereof or such
other official of the City or independent contractor, consultant or trustee duly authorized by the
City to pert"orm such action or actions in furtherance of all or a specific portion of the requirements
hereof.
Section 6.06. CERTIFIED COPIES. The Clerk shall furnish a certified copy of
this resolution to the Treasurer, to the Agent and to the Auditor of the County of Santa Clara.
Section 6.07. EFFECTIVE DATE OF THE RESOLUTION. This Resolution
shall become effective upon the date of its adoption.
************
-16-
The foregoing resolution was introduced at a regular meeting of the Council of the City of
Campbell held on the ~ day of June , 1992, was passed and
adopted by the following vote:
AYES:
NOES:
ABSENT:
Councilmembers: Kotowski, Conant, Ashworth, Watson, Burr
Councilmembers: None
Councilmembers: None
A TIEST:
1/' If
Jtf~t;/~.~ ;' -'-
Barbara ee
City Clerk
APPROVED:
~
~~~
Donald R. Burr
Mayor
-17-
EXHIBIT A
[FORM OF BOND]
United States of America
State of California
County of Santa Clara
Registered
Number A-
$
Registered
Limited Obligation Improvement Bond
City of Campbell
Dillon-Gilman Local Improvement District No. 30
Series 1992
Interest Rate
Maturity Date
Bond Date
CUSIP
,1992
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
Under and by virtue of the Improvement Bond Act of 1915, Division 10 (commencing with
Section 85(0) of the Streets and Highways Code of California (the "Act"), the City of Campbell
(the "City"), County of Santa Clara, State of California, will, out of the redemption fund for the
payment of the bonds issued upon the unpaid portion of assessments made for the acquisition,
work and improvements more fully described in proceedings taken pursuant to Resolution of
Intention No. 8186 adopted by the City Council of the City on October 21, 1991, pay to the
registered owner named above or registered assigns, on the maturity date stated above, the
principal amount 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, 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, 1993, in which event it shall bear interest from its
date until payment of the principal amount shall have been discharged, at the rate per annum stated
above, payable semiannually on March 2 and September 2 in each year commencing on March 2,
1993. Both the principal hereof and redemption premium hereon are payable at the corporate trust
department of Bank of America National Trust and Savings Association, as Authentication Agent,
Transfer Agent, Registrar and Paying Agent (the "Agent"), in San Francisco, California, and the
interest hereon is payable by check or draft mailed to the registered owner hereof at the owner's
address as it appears on the records of the Agent, or at such address as may have been filed with
the Agent, for that purpose, as of the 15th day immediately preceding each interest payment date.
This bond will continue to bear interest after maturity at the rate above stated; provided, it is
presented at maturity and payment thereof is refused upon the sole ground that there are not
sufficient moneys in said redemption fund with which to pay same. If it is not presented at
maturity, interest thereon will run until maturity.
Exhibit A-1
This bond shall not be entitled to any benefit under the Act or the Resolution Authorizing
Issuance Of Bonds (the "Resolution of Issuance"), or become valid or obligatory for any purpose,
until the certificate of authentication and registration hereon endorsed shall have been dated and
signed by the Agent.
IN WITNESS WHEREOF, said City of Campbell has caused this bond to be signed by
manual or facsimile signature by the Finance Director of the City and by the manual or facsimile
signature of its City Clerk, and has caused its corporate seal to be reproduced in facsimile hereon
all as of the _ day of 1992.
OTY OF CAMPBELL
Finance Director
[SEAL]
Exhibit A-2
City Clerk
CERTIFICATE OF AUTHENTICA nON AND REGISTRA nON
This is one of the bonds described in the within mentioned Resolution of Issuance, which
has been authenticated and registered on
Agent
By
Authorized Officer
Exhibit A-3
This bond is one of several annual series of bonds of like date, tenor, and effect, but
differing in amounts, maturities and interest rates, issued by the City of Campbell under the Act
and the Resolution of Issuance, for the purpose of providing means for paying for the
improvements described in the proceedings, and is secured by the moneys in said redemption fund
and by the unpaid portion of said assessments made for the payment of said improvements, and,
including principal and interest, is payable exclusively out of said fund.
This bond is transferable by the registered owner hereof, in person or by the owner's
attorney duly authorized in writing, at the 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 bond. Upon such transfer, a new registered bond or bonds, of
any authorized denomination or denominations, of the same maturity, and for the same aggregate
principal amount, will be issued to the transferee in exchange therefor.
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 bonds during the 15 days immediately preceding any interest payment date.
The City and the 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 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 30 days' notice by registered or certified mail or
by personal service to the registered owner hereof at the registered owner's address as it appears
on the registration books of the Agent and by paying principal and accrued interest together with a
premium equal to three percentum of the principal.
This bond is a limited obligation improvement bond because, under the Resolution of
Issuance, the City is not obligated to advance funds from the City treasury to cover any deficiency
which may occur in the Redemption Fund for the Bonds; however, the City is not prevented, in its
sole discretion, from so advancing funds.
Exhibit A-4
I hereby certify that the following is a correct copy of the signed legal opinion of Jones Hall
Hill & White, A Professional Law Corporation, San Francisco, California, addressed to the City
of Campbell and on file in my office, dated the date of delivery of and payment for the bond therein
described.
City Clerk
City of Campbell
OPINION: $ Limited Obligation Improvement Bonds, City of
Campbell, Dillon-Gilman Local Improvement District No. 30
We have acted as Bond Counsel in connection with the issuance by the City of Campbell
(the "City") of $ Limited Obligation Improvement Bonds, Dillon-
Gilman Local Improvement District No. 30, Series 1992, dated , 1992 (the
"Bonds"), pursuant to Division 10 of the Streets and Highways Code of California (the "Act") and
Resolution No. _ (the "Resolution") of the City adopted ,
1992. We have examined the law and such certified proceedings and other papers as we deem
necessary to render this opinion.
As to questions of fact material to our opinion, we have relied upon representations of the
City contained in the Resolution and in the certified proceedings and other certifications of public
officials furnished to us, without undertaking to verify such facts by independent investigation.
Based upon our examination, we are of the opinion, under existing law, that:
1. The City is a municipal corporation and general law city of the State of California duly
organized and validly existing under and by virtue of the Constitution and the laws of the State of
California with power to adopt the Resolution, perform the agreements on its part contained
therein, and issue the Bonds.
2. The Resolution has been duly adopted by the City and constitutes a valid and binding
obligation of the City enforceable upon the City.
3. Pursuant to the Act, the Resolution creates a valid lien on the funds pledged by the
Resolution for the security of the Bonds on a parity with other bonds (if any) issued or to be issued
under the Resolution, subject to no prior lien granted under the Act.
4. The Bonds have been duly authorized, executed and delivered by the City and are valid
and binding special obligations of the City, payable solely from the sources provided therefor in
the Resolution.
5. The interest on the Bonds is excluded from gross income for federal income tax
purposes and is not an item of tax preference for purposes of the federal alternative minimum tax
imposed on individuals and corporations; it should be noted, however, that, for the purpose of
computing the alternative minimum tax imposed on such corporations (as defined for federal
income tax purposes), such interest is taken into account in determining certain income. The
opinions set forth in the preceding sentence are subject to the condition that the City comply with
all requirements of the Internal Revenue Code of 1986 that must be satisfied subsequent to the
issuance of the Bonds in order that interest thereon be, or continue to be, excluded from gross
income for federal income tax purposes. The City has covenanted to comply with each such
Exhibit A-5
."
requirement. Failure to comply with certain of such requirements may cause the inclusion of
interest on the Bonds in gross income for federal income tax purposes to be retroactive to the date
of issuance of the Bonds. We express no opinion regarding other federal tax consequences arising
with respect to the Bonds.
6. The interest on the Bonds is exempt from personal income taxation imposed by the
State of California.
The rights of the owners of the Bonds and the enforceability of the Bonds and the
Resolution may be subject to bankruptcy, insolvency, reorganization, moratorium and other similar
laws affecting creditors' rights heretofore or hereafter enacted and may also be subject to the
exercise of judicial discretion in appropriate cases.
Respectfully submitted,
A Professional Law Corporation
Exhibit A-6
.'
[FORM OF ABBREVIATIONS]
The following abbreviations, when used in the inscription on the face of this Bond, shall be
construed as though they were written out in full according to applicable laws or regulations:
TEN COM -- as tenants in common
UNIF GIFf MIN ACf
Custodian
TEN ENT -- as tenants by the entireties
IT TEN -- as joint tenants with
_ right of survivorship
and not as tenants in
common
(Cust) _ (Minor)
under Uniform Gifts to Minors
Act
(State)
ADDmONAL ABBREVIATIONS MAY ALSO BE USED
THOUGH NOT IN THE LIST ABOVE
Exhibit A-7
.'
[FORM OF ASSIGNMENT]
For value received, the undersigned do(es) hereby sell, assign and transfer unto
(Name, Address and Tax Identification or Social Security Number of Assignee)
the within Bond and do(es) hereby irrevocably constitute and appoint
, attorney, to transfer the same on the registration books of the Trustee,
with full power of substitution in the premises.
Dated:
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed by a member
firm of the New York Stock Exchange or a
commercial baok or trust company.
NOTICE: The signature on this assignment must
correspond with the name(s) as written on
the face of the within Bond in every
particular without alteration or enlargement
or any change whatsoever.
Exhibit A-8
130S 1-07
1HHW:DJO:brf
S/4192
LIST OF UNPAID ASSESSMENTS
CITY OF CAMPBELL
Dillon-Gilman Local Improvement District No. 30
REFERENCE, is hereby made to an assessment and diagram recorded in the office of
the Superintendent of Streets of the City of Campbell for the acquisition and construction of the
improvements described in the proceedings taken pursuant to Resolution of Intention No. 8186,
adopted by the City Council of the City of Campbell on October 21, 1991;
WHEREAS, notice of said recordation and of the place where and the time within which
the individual assessment could be paid, in whole or in part, has been duly given in the time and
fonn provided by law, and the time so provided for such payment has expired;
NOW, THEREFORE, the undersigned Finance Director of the City of Campbell, does
certify that Exhibit "A" attached hereto, and by this reference made a part hereof, is a true, correct
and complete list of all assessments remaining unpaid upon said assessment and that this List of
Unpaid Assessments was filed in my office on May 19 , 1992.
The total amount of assessments unpaid is $ 666, 470 . 95
Dated: May 20, 1992
, ~'
-t--- .. ' /
/"- h~h~,{ ~c~
( ---- ' Finance tor
City of Campbell
Assessment
Number
1
2
3
5
6
7
8
9
10
11
14
15
16
17
18
19
20
21
22
25
26
29
30
31
32
33
35
36
37
43
45
46
47
48
49
50
51
54
55
56
57
58
59
60
61
CITY OF CAMPBELL
Dillon.Gilman Local Improvement District No. 30
LIST OF UNPAID ASSESSMENTS
Assessor's
Parcel No.
412-3-3
412-3-4
412-3-5
412-3-7
412-8-1
412-8-2
412-8-3
412-8-54
412-8-6
412-8-7
412-8-10
412-8-11
412-8-12
412-8-13
412-8-14
412-8-15
412-8-16
412-8-17
412-8-18
412-8-21
412-8-22
412-8-55
412-8-27
412-8-28
412-8-30
412-8-31
412-8-33
412-8-34
412-8-35
412-8-37
412-8-39
412-8-40
412-8-41
412-8-42
412-8-43
412-8-44
412-8-45
412-8-48
412-9-58
412-9-40
412-9-41
412-9-42
412-9-43
412-9-44
412-9-32
EXHIBIT A-I
Amount of
Assessment Ul'lPaid
$186,069.87
14,506.69
7,799.90
6,596.45
39,920.85
10,235.10
4,179.38
763.13
2,763.90
4,179.31
9,054.93 (Bal)
2,763.87
2,763.90
2,763.94
7,507.01
3,196.91
5,338.26
1,835.85
2,404.77
3,878.55
3,849.35
763.17
5,711.42
5,015.88
3,505.79
3,407.46
7,331.45
4,400.02
27,590.83
13,552.15
2,952.53
3,882.16
4,424.75
2,940.17
2,940.18
2,954.81
4,950.76
12,187.96
416.70
6,490.33
6,653.57
6,490.33
4,581.61
8,062.31
2,947.49
Page 2
Assessment
Number
62
63
64
65
66
67
68
70
72
73
74
75
77
78
79
81
82
83
84
86
88
89
CITY OF CAMPBELL
Dillon.Gilman Local Imnrovement District No. 30
LIST OF UNPAID ASSESSMENTS
Assessor's
Parcel No.
412-9-33
412-9-34
412-9-35
412-9-36
412-9-37
412-9-38
412-9-57
412-9-23
412-9-25
412-9-26
412-9-27
412-9-28
412-9-14
412-9-15
412-9-16
412-9-18
412-9-19
412-9-20
412-7-5
412-7-7
412-7-4
412-1-7
Amount of
Assessment UllPaid
$ 5,894.98
8,475.30
5,712.29
5,712.26
5,894.99
26,723.99
522.17
11,414.87
5,709.33
5,709.35
5,894.95
8,842.55
1,124.67
5,709.29
5,709.39
5,711.12
4,419.74
9,601.83
12,044.53
11,321. 35 (Bal)
21,348.20
26,448.05
$ 666,470.95
Total
EXHIBIT A-J
JONES HALL HILL & WHITE,
A PROFESSIONAL LAW CORPORATION
ATTORNEYS AT LAW
CHARLES F. ADAMS
STEPHEN R. CASALEGGIO
MICHAEL D. CASTELLI
THOMAS A. DOWNEY
ANDREW C. HALL, JR.
KENNETH I. JONES
WILLIAM H. MADISON
R. WADE NORRIS'
DAVID J. OSTER
BRIAN D. QUINT
PA UL J. THIMMIG
SHARON STANTON WHITE
FOUR EMBARCADERO CENTER
NINETEENTH FLOOR
SAN FRANCISCO, CA 04111
(415) 301-5780
FACSIMILE
(415) 391-5784
(415) 391-5785
(415) 956-6308
. ADMITTED TO OEOBOIA BAR ONLY
July 14, 1992
ROBERT J. HILL <1922-1988)
Ms. Barbara Kee
City Clerk
City of Campbell
70 North First Street
Campbell, CA 95008
Re: City of Campbell, Dillon-Gilman Local Improvement District
No. 30
Dear Barbara:
In referenced to the above-captioned financing, enclosed please find a corrected page 8 of
the Resolution Authorizing Issuance of Bonds, resolution no. 8316, which was adopted on
June 2, 1992. Please substitute this page with the one sent to the City on May 26, 1992.
Very truly yours,
~~
Brenda R. Foster
Secretary to David J. Oster
Enclosure