HomeMy WebLinkAbout08-123s' ~i~NHn~~~• ~
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~-~ c # COUNTY. O~ 'BU'T"C~s ~TAT'E 4F CALIFORNIA
~~i~ ~,'••••••••••~••,~ ~~~ RPSOjtlt10Y1 N~. 08-123
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A RESOLUTION OF THE I30ARD OF SUPERVISORS OF THE COUNTY
OF BU7"I'P: RELA`I'INC:'I'O'I'1IF: CF;R7'IFICA'I'ES OF PAR'I'iCIP~1TIOV
(F[RF. ST:~TION 55 RENOVr1T10N PROJECT}; APPROVING THE
FOR1~1S OF AND AU'I'IIORIIINC; "TIIF. F.NEC'U"PION r1ND DF,L,IVERY
WHF.RF, APPLICABLE OF A PROPERTY LEASE, A LEASF,
AGREEIIIENT, A TRUST .4GRF:EI~IFN'I' 1ND AN ASSIGNIl1ENT'
AC~REEl~1F:N"I' IN CONNF,C"PION 'I'1IERE~VITH; AND ALITHORI7,ING
CERTAIN OTHER RELATED ACTIONS
(FIRE STATION SS RENOVATION PROJECT)
WEIF,REAS, the County of Butte, a political subdivision ot~tl~e State of
California (the "County"), proposes to enter into a lo<ln financing program with the United
Suites Department of Agriculture, acting through its agency the USDA Rt.n~al Development
("USDA-RD"} (all ret'ercnces in this resoluUon to USDA-RD shall be deemed to include ~11e
regaled i 1,r,D,a-Rural Housing Service. also known as [ )SDA-RHS). to finance a portion of~thc
cost and expense o~the acquisition and construction of certain improvements to an existing fire
S1atIOn Of i11C COU11lV (t~lC "Pt"O~eCt"}, alld 111 COl1nCCtlon lvlth tI1C loan Ilnalleltlg pl'Ograill, the
C'ount_v intends to cause the execution and delivery to USDA-RD of certi [icates of participation
(the `"Certificates oI' Participation"); and
WHEREAS, in srq~port of the proposed Certificates of Participation, the County
pt'opOSCS t0 CntCr ]nto a lnl<1nCing f)1'Ograill wllh 1110 ~nlle ~~ounly PubhC FaC11111eS I"InanGn~~
Corporation, a nonprofit corporation duly organil~ed and existing under and by virtue of~thc; laws
o(~thc State ufCalifornia (the "Corporation"), for the lease to the Corporation ol~thc real
property on which the existing lire station is situnlcd {the "Site"), together with the existing: lire
station and appurtenant improvements (the "F.Yisting Facilities"} situated thereon, ~uxl the Icasc-
purchase by the. County from the Corporation of the completed Project; and
~'~'HEREAS, to implement the foregoing. the County proposes to convey the Site
and the Existing Facilities to the Corporation by entering into a Property l.~ease (the "Property
Lease"), dated as of September 1, 2(108, whereby the Corporation will lease the Site and the
Existing Facilities li~om the County for a nominal cash consideration; and
WHEREAS, to f~u-ther implement the fore~.;oing, the Corporation and the County
propose to cxccute and enter into a Lcasc Agreement (the "Lease Agreement"), dated as of
September l , 2008, whereby the Corporation will agree to implement the Project and to lease the
Site and the Existing Facilities, as improved by the completed Project (together, the "Leased
Facilities"), to the County, ~lnd the County will lease the Leased Facilities from the Corporation
by the pa}m~ent of a prescribed schedule of payments (the "Lease Payments"), and whereby the
County will accept appointl»ent by the Corporation as agent for the Corporation to implement
the Project; and
WHEREAS, to further implement the fore~~oing, the Corporation and the Trustee
propose to cxccute and enter into an Assignment Agreement (the "Assignment Agreement'),
dated as of September 1, 2008, whereby the Corporation will assign to the Trustee (as said term
is defined hclow) all of its rights and entitlements under the Properly Lcasc and the Lcasc
Agreement, includin~~ but not limited to the entitlement to receive the Lease Payments from the
COUllty; and
y,i~~ ~-b .I l ~A ?
N'1IERF.-1S, to tiirther implement the fore~~oin~~, the ('~~unly, <ls <~~~cnt I«r the
Corporation I~or implcmcntation ofthc F'ro,jcct, will tin4ulcc ~i portion ofthc costs o(~thc Project
from the proceeds of the Ccrtihcatcs of~ Participation, to be executed oral delivered by the County
Treasurer, as trustee (the """Trustee") under and pursuant to a "[rust Agreement (the ""hrust
Agreement"}, dated as o1~September (, 2008, by and among the Trustee, the Corporation and the
City; and
WHEREAS, all acts, conditions and things raluired by the Constitution and l~u~~s
oi~the State of California to exist, to have happened and to have been performed precedent to and
m CO]~11CCtloi] Wlth the COllsllmmatlOn Of SLlch f111anCltlg 8Ut11ol'Iled tleCeb~' d0 CXISt, haVC
happened and haVC bCCn pCr~Ol"n]Cd In regU~al' and dUC tlme, f(Jrnl and IllanllCr as rCCllllred by IdW,
and the County is now duly authorised and empowered, pursuant to each and every rec3uirement
of law, to consummate such financing for the Project in the manner and upon the tc~z~~s herein
provided;
NOW, "THEREFORE, SE 1'i' RESOLVED BY THE BOARD OF
SUVF;RVISORS OF'['i[E: COUNTY OE i3UTTE AS FOI,I,OWS:
Section 1. The County hereby specifically finds and declares that the actions
authorized hereby constitute and arc with respect to public affairs of the County and that the
statements, findings and determinations of the County set forth above and in the preambles of the
documents approved herein arc true and correct.
Section ?. The. form of the Property Lease, presented at this ~~~cetin~~ and on
Cilc with the Clerk of the E3oard of Supervisors (the "Clerk"), is hereby approved, and the
County r1di~~inistrative O(~ficer or, in the absence of the County tldministrativc Of~licer, the
-t~~/'?d, IL\
County Administrative Of~ficcr's ~iesigncc (the ".ldministrator," which shall he dermal to
include any designee oCthe County Ach»inistrative Officer} is hereby authorised anti directed,
for anti in the nati~c and can hchalf oCthe Cotmty, to execute anti deliver to the Corporation the
Properly Lease in substantially said form, with such changes therein as such officer may require
or approve, such approval to be conclusively evidenced by the execution and delivery tllereol~.
Section 3. The [orm ofthc Lease Agreement, presented at this meeting and on
lilt with the Clerk, is hereby approved, and the Administrator is hereby authorised and directed,
Eor and in the name and on behal f of the County, to execute and deliver to the Corporation the
Lease Agreement in subst~u~tially said form, with such changes therein as such officer may
require or approve, such approval to be conclusively evidenced by the execution and delivery
thereof; provided, that the schedule of the principal and interest components of the Lease
Payments contained in the Lease Agreen~~ent and to be attached as Exhibit B to the Lease
Agreement shall be determined by the Administrator upon the sale and delivery of the
Certificates of Participation to USDA-I2D.
Scction_4. The form of the Trust Agreement, presented at this meeting and on
file with the Clerk, is hereby approved, and the Administrator is hereby authorised and directed,
for and in the name and on behalf of the County, to execute and deliver to the ~[~rustee and the
Corporation the Trust Agreement in substantially said form, with such changes therein as such
officer may require or approve, such approval to be conclusively evidenced by the execution and
delivery thercoC Furthermore, the County Treasurer, as trustee, is hereby authori~cd and
dlrCCtCd t0 CxCCIItC aI1(.l delis"e[' t0 t11C COllllty and the COCpC7ratloll the T Cllst A~~ICCmC11t 111
substantially said Iorm, with such changes therein as the County Treasurer, as trustee, ~7iay
t7I I`; Avt~tiC)60i?77D~
r~cluire or a~~prc~~ ~, such ~t}~}~t~oval l~~ he cc~»cltisi~~cly c~~iciei7ccci by the c~ccutio~~ a»cl clcliti~crv
thereo I~.
~~'ithout limitin~~ the gencralitti~ of the. foregoing, the ("ount}~ l~rcasurcr is
authorised and direcia~ to provide (_'SD,~I-RD with information desi~~iating a bank account o[
the County ii-om which amounts payable to USDA-RD on accau~~t ol~the principal of and the
interest on the Ccrtiiicates of Participation may be withdrawn semiannually, when due and
payable, pursuant to the Preauthorired Debit procedure prescribed b_y USDA-RD.
Section 5. ~~hile the County is not a party to the Assignment Agreement, the
form of the Assignment Agreement, presented to this meeting and on file with the Clerk, is
1lereby approved, and upon executio~l and delivery thereof by the respective parties thereto, the
County will honor the Assignment Agree~~~ent and submit the L.easc Payments in accordance
with instructions from the Trustee pursu~u~t to the Assignment .AgreelT~ent and the Trust
.~~gl'CCn1CIlt. }'LlrthCCll]OrC, the COllllty I reaSUfCI', aS tl~USICC, lS ~1CCCby allth0l'IIC:d and dll~GCtCd l0
execute and deliver io the Co~~~oration the Assignment Agreement in substantially said form,
with such changes therein as the County Treasurer, as trustee, may rcyuire or approve, such
approval to be conclusively evidenced by the execution and delivery thereof.
Section C~. The County and the County Treasurer, as trustee, shall participate
tivith the Corporation in such financing tivherehy the County will (a) undertake the
implementation of the Project as the agent of the Corporation, utilising the proceeds of sale of
t11C CCCLIIIeateS Of ~al~tlClpati017 IOC SLlch pur-pOSC, and ~b} IeaSC the f~rO~CCl h'0111 1hC COI~pOratlOn
by pay~l~cnt of the scheduled Lease Payyments.
Section 7. Sale ofthe Certificates of Participation to the [iSDA-RD is hercbv
approved, anti upon receipt of the formal offer of USDA-RD to purchase the C`crti[icates of
Participation (the "C)ffer"}, the Ad~iiinistrator («r such other oilieer or representative of the
County to whom the transmittal of the Oflcr is transmitted to the County) is hereby authorised
and Chi'CCled 10 GOmminllcate aCCCplaI1CC Ot 111C Offer (n Wr11111~~.
5cctio»_8. The of~licers and employees of the County arc hereby authoriicd
and directed, jointly anti severally, to do any and all things and to execute and deliver any and all
documents which they may deem nccessa~y or desirable in order to consummate the sale,
execution and delivery of the Certificates of Participation to USDA-RD, including the
completion and submission to USDA-RD of documents customarily required by USDA-RD in
con~lection with the subject loan financing, and otherwise to carry out, give effect to and comply
~~ ith the terms and intent of this resolution, the Certificates of Participation, the Property Least,
the Lease Agreement, the Trust .Agreement and the Assignment Agree~l~ent. All such actions
heretofore taken by such officers arc hereby ratified, confirmed and approved.
Section 9. ~hhis resolution shall take ef'fcct immediately upon its passage.
:k =1_ :<
~V~ ~-(~ ,I I ,1 ~1
I HEREE3Y CER~I'1FY that the forc~oin~~ Resolution was duly introduced, passel
Muni ~uloptcd at a rc«tilar mec(in~r ~~f (hc f3~~ard ~~f Supcri~is~~rs ~~f~ih~~ ('ounh~ ~~f ftuttc. hcl~l ~~n
September 9, ?OOS, by the followin~~ vote:
!~~~ E=5~ Supervisors Connelly, Dolan, Kirk, Yamaguchi, and C7lair Josiassen
NOES: None
AF3SENT: None
ABS'I':1Il~ING: None
A"l "T E;S I': -, ,' APPROVED:
Clerl: of the B~rd;!
% ~ ~~
,.~" ~%' C~u~t .losiasscn, Chair
' ~ $ulle County Board oCSupervisors
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