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Home My WebLink About04 ADOPTION OF RESO NO. 96-87 AGENDA___J 4e • NO. 4 9-3-96 Inter-Co m Ane DATE: AUGUST 27, 1996 tts:0 ADORED RE OLU',ICJ ®. TO: WILLIAM A. HUSTON, CITY MANAGER 9(0-1 FROM: RONALD A. NAULT, FINANCE DIRECTOR 1 aj SUBJECT: ADOPTION OF RESOLUTION NO. 96-87 AMENDING THE �I(� � REASSESSMENT DISTRICT NO. 95-2 FISCAL AGENT AGREEMENT SUMMARY: Resolution No. 96-87 will clarify ambiguous language in the existing Fiscal Agent Agreement: regarding the use of deposits in the Capitalized Interest Account of the Redemption Fund. RECOMMENDATION: Adopt Resolution No. 96-87 approving the execution and delivery of a First Supplemental Fiscal Agent Agreement and other matters related thereto. FISCAL IMPACT: None. DISCUSSION: When the old assessment district, 85-1 and 86-2 , bonds were refinanced earlier this year, the savings accruing to the primary developer, the Irvine Company, was allowed to be redeposited with the Reassessment Trustee as capitalized interest in the Redemption Fund for the new variable rate bonds. The intent was to allow the continuing costs of the variable rate bonds to be paid from this capitalized interest account, but the specific language necessary to allow this was omitted from the Fiscal Agent Agreement. The Fiscal Agent agrees with the intent and has requested that the agreement be amended to include the proper language. Resolution No. 96-87 will cure this omission. AlV I I Ron. d A. Nault Finance Director RAN:ts Attachments RANS:Res96-87.Aug 30018-02 11IlIW:GH:bct 8/8/96 :cco 8/22196 FIRST SUPPLEMENTAL FISCAL AGENT AGREEMENT by and between the CITY OF TUSTIN and STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A., as Fiscal Agent Dated as of September 1, 1996 RELATING TO CITY OF TUSTIN LIMITED OBLIGATION IMPROVEMENT BONDS REASSESSMENT DISTRICT NO. 95-2 (TUSTIN RANCH) • • FIRST SUPPLEMENTAL FISCAL AGENT AGREEMENT THIS FIRST SUPPLEMENTAL FISCAL AGENT AGREEMENT (this "First Supplemental Agreement'!) is made and entered into as of September 1, 1996 by and between the CITY OF TUSTIN, a general law city and municipal corporation organized and existing under and by virtue of the laws of the State of California (the "City"), and STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A., a national banking association organized and existing under and by virtue of the laws of the United States of America, as fiscal agent (the "Fiscal Agent"). W I T N E S S E T H: WHEREAS, pursuant to a Fiscal Agent Agreement, dated as of February 1, 1996 (the "Agreement"), by and between the City and the Fiscal Agent, the City issued its Limited Obligation Improvement Bonds, Reassessment District No. 95-2 (Tustin Ranch), Series A, in the aggregate principal amount of $41,500,000 (capitalized undefined terms used herein shall have the meanings ascribed thereto in the Agreement); WHEREAS, pursuant to the Agreement, the Agreement and the rights and obligations of the City, the Owners of the Bonds and the Fiscal Agent may be modified or amended from time to time and at any time by a Supplemental Agreement, which the City and the Fiscal Agent may enter into with the written consent of the Owners of a majority in aggregate principal amount of all Bonds then Outstanding and, when a Letter of Credit is in effect and so long as the Bank is not in default of its obligation to honor a draw on the Letter of Credit, the written consent of the Bank which shall have been filed with the Fiscal Agent; WHEREAS, the Agreement provides that, notwithstanding anything contained therein to the contrary, so long as the Bank is not in default of its obligation to honor draws under the Letter of Credit, the Bank shall at all times be deemed to be the sole and exclusive Owner of the Outstanding Adjustable Rate Bonds, for the purpose of all approvals, consents, waivers, institution of any action and the direction of all remedies; WHEREAS, all of the Bonds Outstanding are Adjustable Rate Bonds; WHEREAS, a provision allowing the Continuing Costs of the Adjustable Rate Bonds to be paid from the Capitalized Interest Account of the Redemption Fund was omitted from the Agreement; WHEREAS, the City desires to cure such omission by entering into this First Supplemental Agreement, thereby amending the Agreement so as to allow the Continuing Costs of the Adjustable Rate Bonds to be paid from the Capitalized Interest Account of the Redemption Fund; WHEREAS, the written consent of the Bank to this First Supplemental Agreement been filed with the Fiscal Agent; and WHEREAS, the City has determined that all things necessary to cause the authorization, execution and delivery of this First Supplemental Agreement have in all respects been duly authorized; 1 • • NOW, THEREFORE, in consideration of the covenants and provisions herein set forth and for other valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto do hereby agree as follows: ARTICLE I AUTHORITY AND DEFINITIONS Section 1.01. Amendment. This First Supplemental Agreement amends the Agreement. Section 1.02. Authority for First Supplemental Agreement. This First Supplemental Agreement is entered into pursuant to Section 10.01(a) of the Agreement. For the purpose of consenting to this First Supplemental Agreement, the Bank is the deemed sole and exclusive Owner of the Outstanding Adjustable Rate Bonds and, on or before the date of execution hereof, the written consent of the Bank hereto has been filed with the Fiscal Agent. Section 1.03. Definitions. All terms defined in Section 1.02 of the Agreement shall have the same meanings in this First Supplemental Agreement as such terms are given in said Section 1.02 of the Agreement. ARTICLE H AMENDMENT TO AGREEMENT Section 2.01. Amendment to Section 6.02(b). Section 6.02(b) of the Agreement is amended to add the following as the third paragraph thereto: The moneys in the Capitalized Interest Account shall be used and withdrawn by the Fiscal Agent from time to time to pay the Continuing Costs of the Adjustable Rate Bonds upon submission of a Written Request of the City stating (a) the Person to whom payment is to be made, (b) the amount to be paid, (c) the purpose for which the obligation was incurred, (d) that such payment constitutes a Continuing Cost of the Adjustable Rate Bonds and is a proper charge against the Capitalized Interest Account, and (e) that such amounts have not been the subject of a prior disbursement from the Capitalized Interest Account or the Continuing Costs Account; in each case together with a statement or invoice for each amount requested thereunder. Section 2.02. Amendment to Section 6.07. Clause (f) of the second paragraph of Section 6.07 of the Agreement is amended to read as follows: (f) that such amounts have not been the subject of a prior disbursement from the Continuing Costs Account or the Capitalized Interest Account; ARTICLE III MISCELLANEOUS Section 3.01. Effectiveness. This First Supplemental Agreement shall become effective upon the execution hereof by the City and the Fiscal Agent. Section 3.02. Agreement to Remain in Effect. Save and except as amended by this First Supplemental Agreement, the Agreement shall remain in full force and effect. 2 • • Section 3.03. Counterparts.This First Supplemental Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original; and all such counterparts, or as many of them as the City and the Fiscal Agent shall preserve undestroyed, shall together constitute but one and the same instrument. IN WITNESS WHEREOF, the City has caused this First Supplemental Agreement to be signed in its name by its officer thereunto duly authorized, and the Fiscal Agent has caused this First Supplemental Agreement to be signed in its corporate name by its officer thereunto duly authorized, all as of the day and year first above written. CITY OF TUSTIN By: Ronald A. Nault, Finance Director STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A., as Fiscal Agent By: Authorized Officer 3