2010-046-Los Gatos Redevelopment Agency Authorizing The Execution And Delivery Of Not To Exceed $16,500,000 Certificates Of ParticipationRESOLUTION 2010-046
A RESOLUTION OF THE LOS GATOS REDEVELOPMENT AGENCY
AUTHORIZING THE EXECUTION AND DELIVERY OF NOT TO
EXCEED $16,500,000 CERTIFICATES OF PARTICIPATION,
AUTHORIZING AND DIRECTING EXECUTION OF RELATED
LEASE FINANCING DOCUMENTS, APPROVING OFFICIAL
STATEMENT AND AUTHORIZING OFFICIAL ACTIONS
RESOLVED, by the Los Gatos Redevelopment Agency (the "Agency"), as follows:
WHEREAS, the Agency, working together with the Town of Los Gatos (the "Town"), is
proposing to proceed with a lease financing to provide for the construction and development of a
new library for the Town (the "Project"); and
WHEREAS, to that end, the Town has determined to provide for the execution arrd
delivery of 2010 Certificates of Participation (Library Project) (the "Certificates"), the proceeds
of which will be used to finance the Project ;
NOW, THEREFORE, IT IS HEREBY ORDERED AND RESOLVED, by the Board
of Directors of the Redevelopment Agency of the Town of Los Gatos, as follows:
Section 1. Execution and Delivery of Certificates. The Agency hereby authorizes the
execution and delivery of the Certificates, representing the right to receive lease payments under
the Lease Agreement (as described below), in the aggregate principal amount of not to exceed
$16,500,000, and the execution and delivery of the following agreements (collectively, the
"Agreements"):
(a) Site Lease, between the Town, as lessor, and the Agency, as lessee,
(b) Lease Agreement, between the Agency, as sublessor, and the Town, as sublessee,
(c) Assigmnent Agreement, among The Bauk of New York Mellon `frost Company,
N.A., as hvstee (the "Trustee"), the Agency; and
(d) Trust Agreement, among the Town, the Agency and the Trustee.
The Agency hereby approves and separately authorizes the Executive Director or the
Treasurer to execute the Agreements, and the Secretary is hereby authorized and directed to attest
to said Agreements, in substantially the forms on file with the Secretary, together with any
changes therein or additions thereto deemed advisable by such officer, whose execution thereof
shall be conclusive evidence of approval of any such additions and changes,
Section 2. Reimbursement Agreement Approved. The Agency hereby approves vrd
authorizes the Executive Director or the Treasurer to execute, and the Secretary to attest, a form
of Reimbursement Agreement, by and between the A ency and the Town, pursuant to which the
Agency will reimburse the Town for all or a portion of the costs of acquisition and equipping
construction of the Project, and said agreement will create an indebtedness of the Agency for the
purpose of completing the Redevelopment Plan for the Central Los Gatos Redevelopment
Agency Project Area which will be benefited by the Project as determined by a resolution of the
Town Council adopted on May 3, 2010.
Section 3. Official Statement. The Agency hereby approves, and hereby deems nearly
final within the meaning of Rule 15c2-12 of the Securities Exchange Act of 1934, the
preliminary Official Statement describing the Certificates, in the form on file with-the Secretary.
The purchaser of the Certificates is hereby authorized to distribute the Official Statement in
cormection with the sale of the Certificates. The Director is hereby authorized and directed to (a)
execute and deliver to the purchaser of the Certificates a certificate deeming the preliminary
Official Statement to be nearly final as of its date, (b) approve any changes in or additions to
cause such Preliminary Official Statement to be put in final form, and (c) execute said final
Official Statement for and in the name and on behalf of the Agency.
Section 4. Official Actions. The Executive Director, Treasurer, Secretary and other
off cials of the Agency are hereby authorized and directed to execute such other agreements,
documents and certificates as may be necessary to effect the purposes of this resolution and the
transaction herein contemplated. Whenever in this resolution any officer of the Agency is
authorized to execute or countersign any document or take any action, such execution,
countersigning or action may be taken on behalf of such officer by any persmr designated by such
officer to act on his or her behalf in the case such officer shall be absent or unavailable.
Section 5. Effective Date. This resolution shall take effect from and after the date of
approval and adoption thereof.
PASSEll AND ADOPTED at a regular meeting of the Board of Directors of the
Redevelopment Agency of the Town of Los Gatos, California held on the 3`d day of May, 20] 0
by the following vote:
DIRECTORS:
AYES: Joe Pirzynski, Steve Rice, Barbara Spector, Mike Wasserman and Mayor Diane McNutt
NAYS:
ABSENT:
ABSTATN:
SIGNED: iD «~ //~jJG,~ /~
MAYOR/CHAIR OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
ATTEST: ~~~! ~-
CLERKTISTRATOR SECRETARY OF THE REDEVELOPMENT AGENCY
TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA