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HomeMy WebLinkAbout05-026RESOLUTION NO. 05-026 BOARD OF SUPERVISORS OF THE BUTTE COUNTY A RESOLUTION APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELNERY OF A PURCHASE AND SALE AGREEMENT AND RELATED DOCUMENTS WITH RESPECT TO THE SALE OF THE SELLER'S VEHICLE LICENSE FEE RECEIVABLE FROM THE STATE; AND DIRECTING AND AUTHORIZING CERTAIN OTHER ACTIONS IN CONNECTION THEREWITH WHEREAS, certain public agencies within the State of California (the "State") are entitled to receive certain payments payable by the State to each such local agency on or before August 15, 2006, in connection with vehicle license fees pursuant to Section 10754.11 of the California Revenue and Taxation Code ("VLF Gap Repayments"); WHEREAS, the Butte County (the "Seller"} is entitled to and has determined to sell all right, title and interest of the Seller in and to the "VLF Receivable", as defined in Section 6585(1) of the California Government Code (the "VLF Receivable"), namely, the right to payment of moneys due or to become due to the Seller out of funds payable in connection with vehicle license fees to a local agency pursuant to Section 10754.11 of the California Revenue and Taxation Code, in order to obtain money to fund public capital improvements deemed necessary to meet the needs of the Seller's population; WHEREAS, the Seller is authorized to sell or otherwise dispose of its property as the interests of its residents require; WHEREAS, the California Statewide Communities Development Authority, a joint exercise of powers authority organized and existing under the laws of the State (the "Authority"), has been authorized pursuant to Section 6588(w) of the California Government Code to purchase the VLF Receivable; WHEREAS, the Authority desires to purchase the VLF Receivable and the Seller desires to sell the VLF Receivable pursuant to a purchase and sale agreement by and between the Seller and the Authority in the form presented to this Board of Supervisors (the "Sale Agreement") for the purposes set forth herein; WHEREAS, in order to finance the purchase price of the VLF Receivable from the Seller and the purchase price of other VLF Receivables from other local agencies, the Authority will issue its taxable and tax-exempt notes (the "Notes") pursuant to Section 6590 of the California Government Code and an Indenture (the "Indenture"), by and between the Authority and Wells Fargo Bank, National Association, as trustee (the "Trustee"), which Notes will be payable solely from the proceeds of the VLF Receivable and such other VLF Receivables; WHEREAS, the Seller acknowledges that the Authority will grant a security interest in the VLF Receivable to the Trustee and any credit enhancer to secure payment of the Notes; Tax-Exempt llOCSSF1:795393.1 WHEREAS, a portion of the proceeds of the Notes will be used by the Authority to, among other things, pay the purchase price of the VLF Receivable which will be deposited in a separate account held in the Seller's name (the "Participant Custody Account") by Wells Fargo Bank, National Association, as custodian (the "Custodian") under a master custodial agreement (the "Custody Agreement"); WHEREAS, pursuant to the ternls of the Custody Agreement, the Custodian will hold and invest the sale proceeds in the Participant Custody Account and will disburse such proceeds and the investment earnings thereon only upon the written request of the Seller, as provided in the Custody Agreement; and WHEREAS, the Seller reasonably expects to use the proceeds from the sale of the VLF Receivable for the purposes described in Appendix A attached hereto and by reference incorporated herein (collectively, the "Project"); WHEREAS, the Seller will use the proceeds received from the sale of the VLF Receivable for any lawful purpose as permitted under the applicable laws of State; NOW THEREFORE, the Board of Supervisors of the Butte County hereby resolves as follows: Section 1. All of the recitals set forth above are true and correct, and this Board of Supervisors hereby so finds and determines. Section 2. The Seller hereby authorizes the sale of the VLF Receivable to the Authority for a price no less than the Minimum Purchase Price set forth in Appendix A. The form of Sale Agreement presented to the Board of Supervisors is hereby approved. An Authorized Officer (as set forth in Appendix A) is hereby authorized and directed to execute and deliver the Sale Agreement on behalf of the Seller, which shall be in substantially the form presented to this meeting, with such changes therein, deletions therefrom and additions thereto, as such Authorized Officer shall approve, which approval shall be conclusively evidenced by the execution and delivery of the Sale Agreement. Section 3. Any Authorized Officer is hereby authorized and directed to send, or to cause to be sent, an irrevocable written instruction to the State Controller notifying the State of the sale of the VLF Receivable and instructing the disbursement pursuant to Section 6588.5(c) of California Government Code of the VLF Receivable to the Trustee, on behalf of the Authority. Section 4. The Board of Supervisors hereby approves the application of the proceeds from the sale of the VLF Receivable to the funding of the Project. Section 5. The Authorized Officers and such other Seller officers, as appropriate, are hereby authorized and directed, jointly and severally, to do any and all things and to execute and deliver any and all documents, including but not limited to, if required, one or more tax certificates, appropriate escrow instructions relating to the delivery into escrow of executed documents prior to the closing of the Notes, appropriate investment instructions, structured investment agreements and related documents in connection with the investment of the Participant Custody Account, and such other documents mentioned in the Sale Agreement or the Tax-Exempt DOCSS['1:795393.1 2 Indenture, which any of them may deem necessary or desirable in order to implement the Sale Agreement and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution; and all such actions heretofore taken by such officers are hereby ratified, confirmed and approved. Section 6. All consents, approvals, notices, orders, requests and other actions permitted or required by any of the documents authorized by this Resolution, whether before or after the sale of the VLF Receivable or the issuance of the Notes, including without limitation any of the foregoing that may be necessary or desirable in connection with any default under or amendment of such documents, may be given or taken by an Authorized Officer without further authorization by this Board of Supervisors, and each Authorized Officer is hereby authorized and directed to give any such consent, approval, notice, order or request, to execute any necessary or appropriate documents or amendments, and to take any such action that such Authorized Officer may deem necessary or desirable to further the purposes of this Resolution. Section 7. The Board of Supervisors acknowledges that, upon execution and delivery of the Sale Agreement, the Seller is contractually obligated to sell the VLF Receivable to the Authority pursuant to the Sale Agreement and the Seller shall not have any option to revoke its approval of the Sale Agreement or to determine not to perform its obligations thereunder. Tax-Exempt DOCSSI~ 1:795393.1 3 Section 8. This Resolution shall take effect from and after its adoption and approval. PASSED AND ADOPTED by the Board of Supervisors of the Butte County, State of California, this 8th day of February , 2005, by the following vote: AYES: Supervisors Connelly, Dolan, Josiassen, and Chair Yamaguchi NOES: Supervisor Houx ABSENT: None Chair of the Board of Supervisors Attest: %~ ,'. Clerk of the Board of Supervisors Approved as to form SEL ER'S C;OUNSE ,l ,, B ~ ~ ~) ~ ~ ~~``~ Y Dated: .~~ ~:ti ~~- =' Tax-Exempt DOCSSF 1:795393.1 4 APPENDIX A BUTTE COUNTY Description of Project: Acquisition, construction, development and/or equipping of the following public capital improvements (the "Improvements"), for which all necessary approvals (including CEQA compliance) required prior to the sale of the VLF Receivable have been obtained: Acquisition and Installation of Photovoltaic Solar Energy System For County Facilities Minimum Purchase An amount equal to or greater than $4,000,000.00 (the "Minimum Price: Purchase Price"). Authorized Officers: Chief Administrative Officer and Clerk of the Board Treasurer-Tax Collector Assistant Treasurer-Tax Collector any designee of any of them, as appointed in a written certificate of such Authorized Officer delivered to the Trustee. Tax-Exempt DOCSSF1:795393.1