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HomeMy WebLinkAboutCC RES 07-44RESOLUTION NO. 07-44 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TUSTIN OF FORMATION OF CITY OF TUSTIN COMMUNITY FACILITIES DISTRICT NO. 07-1 (TUSTIN LEGACY/RETAIL CENTER), AUTHORIZING THE LEVY OF A SPECIAL TAX WITHIN THE DISTRICT AND ESTABLISHING AN APPROPRIATIONS LIMIT FOR THE DISTRICT WHEREAS, on May 1, 2007, the City Council (the "City Council") of the City of Tustin (the "City"), pursuant to the Mello-Roos Community Facilities Act of 1982 (the "Act"), adopted a resolution entitled "A Resolution of the City Council of the City of Tustin of Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes" (the "Resolution of Intention"), stating its intention to establish a community facilities district (the "Community Facilities District") proposed to be named City of Tustin Community Facilities District No. 07-1 (Tustin Legacy/Retail Center), to authorize the levy of special taxes within the Community Facilities District to finance certain public facilities and services and setting the date for a public hearing to be held on the establishment of the Community Facilities District; WHEREAS, pursuant to the Resolution of Intention, notice of said public hearing was published in The Tustin News, a newspaper of general circulation published in the area of the Community Facilities District, in accordance with the Act; WHEREAS, on June 5, 2007, the City Council opened the public hearing and continued said public hearing to June 19, 2007; WHEREAS, on this date, the City Council opened, conducted and closed said public hearing; WHEREAS, pursuant to the Resolution of Intention, each officer of the City who is or will be responsible for providing one or more of the proposed types of public facilities or services was directed to study, or cause to be studied, the proposed Community Facilities District and, at or before said public hearing, file a report with the City Council containing a brief description of the public facilities and services by type which will in his or her opinion be required to adequately meet the needs of the Community Facilities District, and his or her estimate of the cost of providing such public facilities and services; such officers were also directed to estimate the fair and reasonable cost of the public facilities proposed to be purchased as completed public facilities and of the incidental expenses proposed to be paid; WHEREAS, said report was so filed with the City Council and made a part of the record of said public hearing; Resolution No. 07-44 Page 1 of 23 WHEREAS, at the hearing, the testimony of all interested persons and taxpayers for or against the establishment of the Community Facilities District, the extent of the Community Facilities District and the furnishing of the specified types of public facilities or services was heard; WHEREAS, written protests against the establishment of the Community Facilities District, the furnishing of any specified type or types of facilities or services within the Community Facilities District or the levying of any specified special tax were not made or filed at or before said hearing by 50% or more of the registered voters, or six registered voters, whichever is more, residing within the territory proposed to be included in the Community Facilities District, or the owners of one-half or more of the area of land in the territory proposed to be included in the Community Facilities District and not exempt from the special tax; WHEREAS, there has been filed with the City Clerk of the City a letter from the Registration and Elections Department of the County of Orange indicating that 12 or more persons have not been registered to vote within the territory of the proposed Community Facilities District for each of the 90 days preceding the close of said public hearing; WHEREAS, Section 53314.9 of the Act provides that, at any time either before or after the formation of a community facilities district, the legislative body may accept advances of funds from any source, including, but not limited to, private persons or private entities and may provide, by resolution, for the use of those funds for any authorized purpose, including, but not limited to, paying any cost incurred by the local agency in creating a community facilities district; WHEREAS, Section 53314.9 of the Act further provides that the legislative body may enter into an agreement, by resolution, with the person or entity advancing the funds, to repay all or a portion of the funds advanced, as determined by the legislative body, with or without interest, under all the following conditions: (a) the proposal to repay the funds is included in both the resolution of intention to establish a community facilities district adopted pursuant to Section 53521 of the Act and in the resolution of formation to establish a community facilities district pursuant to Section 53325.1 of the Act, (b) any proposed special tax is approved by the qualified electors of the community facilities district pursuant to the Act, and (c) any agreement shall specify that if the qualified electors of the community facilities district do not approve the proposed special tax, the local agency shall return any funds which have not been committed for any authorized purpose by the time of the election to the person or entity advancing the funds; and WHEREAS, the City and Vestar/Kimco Tustin L.P. ("Vestar") have entered into a Deposit and Reimbursement Agreement, dated as of December 1, 2007 (the "Deposit Agreement"), pursuant to which Vestar has heretofore advanced certain funds, and Vestar has agreed to advance additional funds, which have been or may be used to pay costs incurred in connection with the creation of the Community Facilities District Resolution No. 07-44 Page 2 of 23 and the issuance of special tax bonds thereby and, in accordance with Section 53314.9 of the Act, the City desires to accept such advances and to reimburse Vestar therefor, without interest, from the proceeds of special tax bonds issued by the Community Facilities District; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Tustin as follows: Section 1. The foregoing recitals are true and correct. Section 2. The Community Facilities District is hereby established pursuant to the Act. Section 3. The Community Facilities District is hereby named "City of Tustin Community Facilities District No. 07-1 (Tustin Legacy/Retail Center)." Section 4. The public facilities (the "Facilities") proposed to be financed by the Community Facilities District pursuant to the Act are described under the caption "Facilities" on Exhibit A hereto, which is by this reference incorporated herein. The portion of such Facilities proposed to be purchased as completed public facilities is described under the caption "Completed Facilities" on Exhibit A hereto. The services (the "Services") proposed to be financed by the Community Facilities District pursuant to the Act are described under the caption "Services" on Exhibit A hereto. The incidental expenses proposed to be incurred are identified under the caption "Incidental Expenses" on Exhibit A hereto. All or any portion of the Facilities may be financed through a financing plan, including, but not limited to, a lease, lease-purchase or installment-purchase arrangement. Section 5. The proposed special tax to be levied within the Community Facilities District has not been precluded by majority protest pursuant to Section 53324 of the Act. Section 6. Except where funds are otherwise available, a special tax sufficient to pay for all Facilities and Services, secured by recordation of a continuing lien against all nonexempt real property in the Community Facilities District, will be annually levied within the Community Facilities District. The rate and method of apportionment of the special tax (the "Rate and Method"), in sufficient detail to allow each landowner within the proposed Community Facilities District to estimate the maximum amount that he or she will have to pay, is described in Exhibit B attached hereto, which is by this reference incorporated herein. The conditions under which the obligation to pay the special tax may be prepaid and permanently satisfied are specified in the Rate and Method. The special tax will be collected in the same manner as ordinary ad valorem property taxes or in such other manner as the City Council shall determine, including direct billing of the affected property owners. Resolution No. 07-44 Page 3 of 23 The tax year after which no further special tax to pay for public facilities will be levied against any parcel used for private residential purposes is specified in the Rate and Method. Under no circumstances shall the special tax to pay for public facilities levied against any parcel used for private residential purposes be increased as a consequence of delinquency or default by the owner of any other parcel or parcels within the Community Facilities District by more than 10%. For purposes of this paragraph, a parcel shall be considered "used for private residential purposes" not later than the date on which an occupancy permit for private residential use is issued. Section 7. Pursuant to Section 53344.1 of the Act, the City Council hereby reserves to itself the right and authority to allow any interested owner of property within the Community Facilities District, subject to the provisions of said Section 53344.1 and to those conditions as it may impose, and any applicable prepayment penalties as prescribed in the bond indenture or comparable instrument or document, to tender to the Community Facilities District treasurer in full payment or part payment of any installment of the special taxes or the interest or penalties thereon which may be due or delinquent, but for which a bill has been received, any bond or other obligation secured thereby, the bond or other obligation to be taken at par and credit to be given for the accrued interest shown thereby computed to the date of tender. Section 8. The name, address and telephone number of the office which will be responsible for preparing annually a current roll of special tax levy obligations by assessor's parcel number and which will be responsible for estimating further special tax levies pursuant to Section 53340.1 of the Act are as follows: Finance Director, City of Tustin, 300 Centennial Way, Tustin, California 92680, (714) 573-3061. Section 9. Upon recordation of a notice of special tax lien pursuant to Section 3114.5 of the California Streets and Highways Code, a continuing lien to secure each levy of the special tax shall attach to all nonexempt real property in the Community Facilities District and this lien shall continue in force and effect until the special tax obligation is prepaid and permanently satisfied and the lien canceled in accordance with law or until collection of the tax by the City Council ceases. Section 10. The boundary map of the Community Facilities District has been recorded in the County of Orange in Book 92 at Pages 26027 of Maps of Assessments and Community Facilities Districts in the office of the County Recorder of the County of Orange as Instrument No. 2007000302162. Section 11. The annual appropriations limit, as defined by subdivision (h) of Section 8 of Article XIII B of the California Constitution, of the Community Facilities District is hereby established at $16,000,000. Section 12. Pursuant to the provisions of the Act, the levy of the special tax and a proposition to establish the appropriations limit specified above shall be subject to the approval of the qualified electors of the Community Facilities District at a special election. The City Council hereby finds and determines that 12 or more persons have Resolution No. 07-44 Page 4 of 23 not been registered to vote within the territory of the Community Facilities District for each of the 90 days preceding the close of the public hearing held by the City Council on the establishment of the Community Facilities District. Accordingly, pursuant to Section 53326 of the Act, the vote shall be by the landowners of the Community Facilities District and each landowner who is the owner of record as of the close of said public hearings, or the authorized representative thereof, shall have one vote for each acre or portion of an acre that he or she owns within the Community Facilities District. The voting procedure shall be by mailed or hand-delivered ballot. Section 13. Vestar has heretofore advanced certain funds, and may advance additional funds, which have been or may be used to pay costs incurred in connection with the creation of the Community Facilities District and the issuance of special tax bonds thereby. The City Council has previously approved the acceptance of such funds for the purpose of paying costs incurred in connection with the creation of the Community Facilities District and the issuance of special tax bonds thereby. The City Council proposes to repay all or a portion of such funds expended for such purpose, solely from the proceeds of such bonds, pursuant to the Deposit Agreement. The Deposit Agreement is hereby incorporated herein as though set forth in full herein. Section 14. The City Council hereby finds and determines that all proceedings up to and including the adoption of this Resolution were valid and in conformity with the requirements of the Act. In accordance with Section 53325.1 of the Act, such finding shall be final and conclusive. Section 15. The officers, employees and agents of the City are hereby authorized and directed to take all actions and do all things which they, or any of them, may deem necessary or desirable to accomplish the purposes of this Resolution and not inconsistent with the provisions hereof. Section 16. This Resolution shall take effect immediately upon its adoption. 2007. APPROVED and ADOPTED by the City Council of the City of Tustin on June 19, 2007. LOU BONE, Mayor PAMELA STOKER, City Clerk Resolution No. 07-44 Page 5 of 23 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS CITY OF TUSTIN ) I, Pamela Stoker, City Clerk and ex-officio Clerk of the City Council of the City of Tustin, California, do hereby certify that the whole number of the members of the City Council of the City of Tustin is five; that the above and foregoing Resolution No. 07-44 was duly passed and adopted at a regular meeting of the Tustin City Council, held on the 19~' day of June, 2007, by the following vote: COUNCILMEMBER AYES: Bone. Amante. Davert. Kawashima. Palmer (5) COUNCILMEMBER NOES: None (0) COUNCILMEMBER ABSTAINED: None (0) COUNCILMEMBER ABSENT: None (0) PAMELA STOKER City Clerk Resolution No. 07-44 Page 6 of 23 EXHIBIT A FACILITIES, SERVICES AND INCIDENTAL EXPENSES Facilities The types of facilities proposed to be financed by the Community Facilities District are street improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, storm drains, utilities, public parks and recreation facilities, public library facilities, fire protection facilities and equipment and land, rights-of-way and easements necessary for any of such facilities. Completed Facilities The types of facilities to be purchased as completed facilities are street improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, storm drains, utilities, public parks and recreation facilities, public library facilities, fire protection facilities and equipment and land, rights-of-way and easements necessary for any of such facilities. Services The types of services proposed to be financed by the Community Facilities District are police protection services, fire protection services, ambulance and paramedic services, recreation program services, maintenance of parks, parkways and open space and flood and storm protection services. Incidental Expenses The incidental expenses proposed to be incurred include the following: (a) the cost of planning and designing public facilities to be financed, including the cost of environmental evaluations of those facilities; (b) the costs associated with the creation of the Community Facilities District, issuance of bonds, determination of the amount of taxes, collection of taxes, payment of taxes, or costs otherwise incurred in order to carry out the authorized purposes of the Community Facilities District; and (c) any other expenses incidental to the construction, completion, and inspection of the authorized work. Resolution No. 07-44 Page 7 of 23 EXHIBIT B RATE AND METHOD OF APPORTIONMENT OF SPECIAL TAX Resolution No. 07-44 Page 8 of 23 RATE AND METHOD OF APPORTIONMENT FOR CITY OF TUSTIN COMMUNITY FACILITIES DISTRICT No. 07-O1 (TUSTIN LEGACY/ RETAIL CENTER) A Special Tax shall be levied and collected on all Assessor's Parcels located within the boundaries of City of Tustin Community Facilities District No. 07-01(Tustin Legacy /Retail Center) ("CFD No. 07-01 "). The amount of Special Tax to be levied in each Fiscal Year on an Assessor's Parcel in CFD No. 07-01, commencing in Fiscal Year 2007-2008, shall be determined through the application of this Rate and Method of Apportionment as described below. All of the real property in CFD No. 07- O 1, unless exempted by law or by the provisions hereof, shall be taxed for the purposes, to the extent and in the manner herein provided. A. DEFINITIONS In addition to the capitalized terms set forth in the preceding paragraph, capitalized terms used in this Section A shall have the following meanings: "Acre" or "Acreage" means the land area of an Assessor's Parcel as shown on an Assessor's Parcel Map, or if the land area is not shown on an Assessor's Parcel Map, the land area shown on the applicable final map, parcel map, condominium plan, or other recorded County parcel map. The square footage of an Assessor's Parcel is equal to the Acreage of such parcel multiplied by 43,560. "Act" means the Mello-Roos Community Facilities Act of 1982, as amended, being Chapter 2.5, Part 1, Division 2 of Title 5 of the Government Code of the State of California. "Administrative Expenses" means the actual or reasonably estimated costs directly related to the administration of CFD No. 07-01, including but not limited to the following: (i) the costs of computing the Special Taxes and of preparing the annual Special Tax collection schedules (whether by the CFD Administrator or designee thereof, or both); (ii) the costs of collecting the Special Taxes (whether by the City, County, or otherwise); (iii) the costs of remitting the Special Taxes to the fiscal agent or Trustee for any Bonds; (iv) the costs of commencing and pursuing to completion any foreclosure action arising from delinquent Special Taxes; (v) the costs of the fiscal agent or Trustee (including its legal counsel) in the discharge of the duties required of it under any Indenture; (vi) the costs of the City, or its designee of complying with arbitrage rebate and disclosure requirements of applicable federal and State of California securities laws, the Act, and the California Government Code, including property owner or Bond owner inquiries regarding the Special Taxes; (vii) the costs associated with the release of funds from any escrow account; (viii) the costs of the City, or its designee related to any appeal of a Special Tax; and (ix) an allocable share of the salaries of the City staff and City overhead expense directly relating to the foregoing. Administrative Expenses shall also include amounts advanced by the City or the City for any administrative purposes of CFD No. 07-O1. "Assessor's Parcel" or "AP" means a lot or parcel shown on an Assessor's Parcel Map with an assigned Assessor's parcel number. Resolution 07-44 City of Tustin Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 1 "Assessor's Parcel Map" means an official map of the County Assessor designating parcels by Assessor's Parcel number. "Authorized Facilities" means those authorized facilities proposed to be financed by CFD No. 07-01 pursuant to the Act and listed in Exhibit A to this Rate and Method of Apportionment. "Authorized Services" means those authorized services proposed to be financed by CFD No. 07-01 pursuant to the Act and listed in Exhibit A to this Rate and Method of Apportionment. "Bonds" means any bonds or other debt (as defined in Section 53317(d) of the Act), whether in one or more series, issued by CFD No. 07-01 under the Act. "CFD Administrator" means an official of the City, or designee thereof, responsible for determining the Special Tax Requirement for Facilities and the Special Tax Requirement for Services and providing for the levy and collection of the Special Taxes. "CFD No. 07-01"means City of Tustin Community Facilities District No.2007-01 (Tustin Legacy/ Retail Center). "City" means the City of Tustin, California. "Council" means the City Council of the City, acting as the legislative body of CFD No. 07-01. "County" means the County of Qrange, California. "Developed Property" means for a Fiscal Year, all Taxable Property (i) which was within a Final Map that was recorded prior to January 1 of the previous Fiscal Year, and (ii) for which a building permit for new construction, other than the construction of a garage, parking lot, parking structure or street, was issued after January 1, 2005, but prior to January 1 of the previous Fiscal Year. "Exempt Property" means any Lot located within the boundaries of CFD No. 07-01 which is exempt from the Special Tax pursuant to law or Section G below. "Final Map" means a final map, lot line adjustment, or parcel map, or portion thereof, approved by the City pursuant to the Subdivision Map Act (California Government Code Section 66410 et seq.) and recorded with the County Recorder that creates individual Lots for which building permits may be issued. The term "Final Map" shall not include any Assessor's Parcel Map or subdivision map or portion thereof that does not create individual Lots for which a building permit maybe issued. "Fiscal Year" means the twelve month period starting on July 1 of any calendar year and ending the following June 30. Resolution No. 07-44 Page 10 of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 2 "Floor Area" or "FA" for Residential or Non-residential Property means the total of the gross area of the floor surfaces within the exterior wall of the building, not including space devoted to stairwells, basement storage, required corridors, public restrooms, elevator shafts, light courts, vehicle parking and areas incident thereto, mechanical equipment incidental to the operation of such building, and covered public pedestrian circulation areas, including atriums, lobbies, plazas, patios, decks, arcades and similar areas, except such public circulation areas or portions thereof that are used solely for commercial purposes. The determination of Floor Area shall be made by reference to appropriate records kept by the Department of City Planning or Department of Building and Safety. Notwithstanding the above, for purposes of determining the square footages of Floor Area for the Original Parcels in order to determine the allocation of Special Tax A to Successor Parcels, the square footages listed in Table 3 shall apply. "Future Public Property" means Taxable Property at the time offormation of CFD No. 07- 01 that becomes Public Property at some point thereafter. "Indenture" means the indenture, fiscal agent agreement, resolution or other instrument pursuant to which Bonds are issued, as modified, amended andJor supplemented from time to time. "Land Use" means the classification of Taxable Property, as identif ed in Section B below. "Lot" means a lot created by a Final Map for which building permits may or have already been issued for either residential or non-residential structures. "Maximum Special Tax" means the Maximum Special Tax Aand/ or Maximum Special Tax B, as applicable. "Maximum Special Tax A" means the Maximum Special Tax A, determined in accordance with Section C, that can be levied in any Fiscal Year on any Assessor's Parcel. "Maximum Special Tax B" means the Maximum Special Tax B, determined in accordance with Section C, that can be levied in any Fiscal Year on any Assessor's Parcel. "Non-residential Property" means all Lots of Developed Property for which a building permit permitting the construction of one or more non-residential buildings or facilities has been issued by the City. "Original Parcel" means a Lot which was valid for Fiscal Year 2007-2008, as listed in Table 1 and Table 3 of Section C below. Resolution 07-44 City of Tustin Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 3 "Privately Owned Specific Retail Property" means property consisting of the followin Lots: Instrument Number Lot Lot Line Adjustment ecordin Date 2006000276405 Parcel2 2006-01 4/25/06 2006000744979 Parcel 1 2006-07 (11/13/06) 2006000744979 Parcel 2 2006-07 (11 /03/06) 2006000419431 Parcel 2 2006-02 6/22/06) 2006000419912 Parcel 4 2006-03 6/23/06 AP: 434-431-24 NA NA AP: 434-441-12 NA NA "Proportionately" means that the ratio of the actual Special Tax levy to the Maximum Special Tax is equal for all Lots of Taxable Property. "Public Property" means (i) any Assessor's Parcel for which the owner of record, as determined from the County Assessor's secured tax roll for the Fiscal Year in which the Special Tax is being levied, is the federal government, the State of California, the County, the City, or any local government or other governmental agency, (ii) any property within a Final Map that is located within the boundaries of CFD No. 07-01 and was recorded as of the January 1 preceding the Fiscal Year in which the Special Tax is being levied and which, as determined from such Final Map, is or will be a public street, or (iii) any Assessor's Parcel which, as of the April l preceding the Fiscal Year for which the Special Tax is being levied, has been conveyed, irrevocably dedicated to, or irrevocably offered to the federal government, the State of California, the County, the City, or any local government or other governmental agency, provided such conveyance, dedication, or offer is submitted to the CFD Administrator prior to the May 1 preceding the Fiscal Year for which the Special Tax is being levied. . "Remainder Lot" means Successor Parcels designated as a remainder lot by the CFD administrator for which a no building permit will be issued for a Taxable Property use (e.g., Public Property). "Residential Property" means all Lots of Developed Property for which a building permit permitting the construction thereon of one or more residential dwelling units has been issued by the City. "Special Tax" means the Special Tax A and/or Special Tax B, as applicable. Resolution 07-44 Page 12 of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 4 "Special Tax A" means the special taxes to be levied in each Fiscal Year on each Assessor's Parcel of Taxable Property to fund the Special Tax Requirement for Facilities. "Special Tax B" means the special taxes to be levied in each Fiscal Year on each Assessor's Parcel of Taxable Property to fund the Special Tax Requirement for Services. "Special Tax Requirement for Facilities" means (a) that amount with respect to CFD No. 07-01 required in any Fiscal Year to pay (i) for annual debt service on all outstanding Bonds due in the calendar year which commences in such Fiscal Year; (ii} periodic costs on the Bonds, including, but not limited to, the costs of remarketing, credit enhancement, and liquidity facility fees (including such fees for instruments that serve as the basis of a reserve fund in lieu of cash related to any such Bonds) and rebate payments; (iii) the Administrative Expenses; (iv) any reasonably anticipated delinquent Special Taxes based on the delinquency rate for Special Taxes levied in the previous Fiscal Year or otherwise reasonably expected; (v) any amounts required to establish or replenish any reserve funds established for the Bonds, and less (b) available funds as directed under the Indenture. "Special Tax Requirement for Services" means the amount required in any Fiscal Year for CFD No. 07-01 to (i) pay directly for Authorized Services due in the calendar year commencing in such Fiscal Year, (ii) pay a proportionate share of Administrative Expenses; less (iii} a credit for funds available to reduce the annual Special Tax B levy, as determined by the CFD administrator. "State" means the State of California. "Successor Parcel" means a Lot created by a Final Map, lot line adjustment, or similar instrument that is not an Original Parcel. "Taxable Property" means all Lots which are not exempt from the Special Tax pursuant to law or Section G below. "Trustee" means the trustee or fiscal agent under the Indenture. "Undeveloped Property" means, for each Fiscal Year, all Taxable Propertynot classified as Developed Property or Public Property. B. ASSIGNMENT TO LAND USE CATEGORIES Each Fiscal Year, commencing with Fiscal Year 2007-2008, all Taxable Property shall be classified as either Developed Property, Undeveloped Property, or Public Property and shall be subject to Special Taxes in accordance with this Rate and Method of Apportionment determined pursuant to Sections C, D, and E below. City of Tustin Resolution No. 07-44 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) 99 ~pb-'age S C. MAXIMUM SPECIAL TAX 1. Special Tax A Only the Lots identified in Table 1 below are subject to Special Tax A. a. Developed Property The Maximum Special Tax A for each Lot of Developed Property shall be the applicable Maximum Special Tax A identified in Table 1 below. Table 1 Fiscal Year 2007-2008 Maximum Special Tax A Community Facilities District No. 07-01 Recording Date. Maximum Special Tax A Lot (Instrument Number) 2006-07 APN 434-441-18 NA $74,098 06/22/2006 Parcel 1 of LLA No. 2006-01 $19,458 (No. 2006000419431) 2006-07 APN 434-441-16 NA $409,774 11/03/2006 Parcel 1 of LLA No. 2006-OS $16,500 (No. 2006000744977) Parcel 1 of LLA No. 2006-04 06/23/2006 $13,200 (No. 2006000421177) Parcel 2 of LLA No. 2006-03 06/23/2006 $12,926 (No. 2006000419912) 06/23/2006 Parcel 3 of LLA No. 2006-03 $10,725 (No. 2006000419912) 06/22/2006 Parcel 1 of LLA No. 2006-02 $19,846 (No. 2006000419431) 06/23/2006 Parcel 2 of LLA No. 2006-04 $317,338 (No. 200600042 1 1 77) The Fiscal Year 2007-2008 Maximum Special Tax A, identified in Table 1 above, shall increase, commencing on July 1, 2008 and on July 1 of each Fiscal Year thereafter, by an amount equal to two percent (2%) of the amount in effect for the previous Fiscal Year. Resolution No. 07-44 Page 14 of 23 Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 6 b. Undeveloped Property The Fiscal Year 2007-2008 Maximum Special Tax A for each Assessor's Parcel of Undeveloped Property shall be $26,051 per Acre, and shall increase, commencing on July 1, 2008 and on July 1 of each Fiscal Year thereafter, by an amount equal to two percent (2%) of the Maximum Special Tax A for the previous Fiscal Year. 2. Special Tax B All Assessor's Parcels of Developed Property within CFD No. 07-01 will be subj ect to Special Tax B, unless exempted pursuant to Section G below. a. Maximum Special Tax B The Fiscal Year 2007-2008 Maximum Special Tax B shall be $0.06 per square foot of Floor Area. b. Increase in the Maximum Special Tax B The Fiscal Year 2008-2009 Maximum Special Tax B for Developed Property shall be $0.12 per square foot of Floor Area. The Fiscal Year 2009-2010 Maximum Special Tax B for Developed Property shall be $0.18 per square foot of Floor Area. The Fiscal Year 2010-2011 Maximum Special Tax B for Developed Property shall be $0.25 per square foot of Floor Area. On each July 1, commencing July 1, 2011, after the Maximum Special Tax B has been increased to $0.25 per square foot of Floor Area, the Maximum Special Tax B shall be increased by an amount equal to two percent (2%) of the amount in effect for the previous Fiscal Year. Table 2 Maximum Special Tax B 2007-08 throu h 2011-12 Maximum Fiscal Year S ecial Tax B 2007-08 $0.06 2008-09 $0.12 2009-10 $0.18 2010-11 $0.25 Escalates by 2011-12 2% annually Resolution No. 07-44 City of Tustin Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 7 D). ALLOCATION OF MAXIMUM SPECIAL TAX A 1. Original Parcels Square footage of Floor Area for the Original Parcels is shown in Table 3 below. Table 3 FA of Original Parcels Community Facilities District No. 07-01 Original Parcels Square Footage of Floor Area* 2006-07 APN 434-441-18 44,908 Parcel 1 of LLA No. 2006-01 11,793 2006-07 APN 434-441-16 248,348 Parcel 1 of LLA No. 2006-OS 10,000 Parcel 1 of LLA No. 2006-04 8,000 Parcel 2 of LLA No. 2006-03 7,834 Parcel 3 of LLA No. 2006-03 6,500 Parcel 1 of LLA No. 2006-02 12,028 Parcel 2 of LLA No. 2006-04 192,326 *Square footage amounts contained herein are for the purpose of setting Special Tax A rates and may not conform to the square foot amounts as shown on a building permit. The square foot amounts contained herein will govern for purposes of implementing this Rate and Method of Apportionment. 2. Methodology for Allocating Maximum Special Tax A to Successor Parcels If any Original Parcel reflected in Table 3 above is subsequently changed or modified by the recordation of a Final Map, lot line adjustment or similar instrument, the total Maximum Special Tax A for all of the newly created Successor Parcels affected by such Final Map, lot line adjustment or similar instrument, excluding any Lot classified as a Remainder Lot, shall be equal to the Maximum Special Tax A of the Original Parcel(s). Maximum Special Tax for Successor Parcels shall be computed as follows: a. Determine the square footage of Floor Area for each Lot and Remainder Lot located within the Final Map, lot line adjustment or similar instrument that created the Successor Parcels. Resolution No. 07-44 Page 16 of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 8 b. Divide the square footage of Floor Area for each newly created Lot by the aggregate square footage of Floor Area of all Lots of Taxable Property calculated in paragraph "a," to determine the percentage of the aggregate square footage of Floor Area to be allocated to each such Lot. c. Multiply the percentages(s) computed in paragraph "b" by the Maximum Special Tax A of the Original Parcel to determine the Maximum Special Tax A for each Lot. The aggregate Special Tax for the Lots will be levied on the corresponding Assessor's Parcels. E. METHOD OF APPORTIONMENT OF THE SPECIAL TAX 1. Special Tax A Commencing with Fiscal Year 2007-2008 and for each following Fiscal Year, the Council shall determine the Special Tax Requirement for Facilities and shall levy the Special Tax A until the total Special Tax A levy equals the Special Tax Requirement for Facilities. The Special Tax A shall be Levied each Fiscal Year as follows: First: The Special Tax A shall be levied Proportionately on each Assessor's Parcel of Developed Property at up to 100% of the applicable Maximum Special Tax A for Developed Property; Second: If additional monies are needed to satisfy the Special Tax Requirement for Facilities after the first step has been completed, the Special Tax A shall be levied Proportionately on each Assessor's Parcel of Undeveloped Property at up to 100% of the applicable Maximum Special Tax A for Undeveloped Property. Notwithstanding the above, under no circumstances will the Special Tax A levied against any Assessor's Parcel of Residential Property for which a certificate of occupancy has been issued be increased by more than ten percent as a consequence of delinquency or default by the owner of any other Assessor's Parcel within CFD No. 07-01. 2. Special Tax B Commencing with Fiscal Year 2007-2008 and for each following Fiscal Year, the Council shall levy the Special Tax B until the total Special Tax B levy equals the Special Tax Requirement for Services. The Special Tax B shall be levied each Fiscal Year as follows: The Special Tax B shall be levied Proportionately on each Assessor's Parcel of Developed Property within CFD No. 07-01 at up to 100% of the applicable Maximum Special Tax B for such parcel. Resolution No. 07-44 City of Tustin Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 9 F. FUTURE PUBLIC PROPERTY If any of the Original Parcels identified in Table 1 are acquired by a public entity through negotiated transaction, by gift, or devise, the present owner of that Parcel will be required to prepay and permanently satisfy the Special Tax A associated with such Parcel. G. EXEMPTIONS 1. Special Tax A No Special Tax A shall be levied on Privately Owned Specific Retail Property or Public Property. 2. Special Tax B No Special Tax B shall be levied on Public Property or Undeveloped Property. H. MANNER OF COLLECTION The Special Tax shall be collected in the same manner and at the same time as ordinary ad valorem property taxes and shall be subject to the same penalties, the same procedure, sale and lien priority in the case of delinquency; provided, however, that the Special Tax maybe billed directly and/or may be collected at a different time or in a different manner if necessary or convenient to meet the financial obligations of CFD No. 07-01, or as otherwise determined by the CFD Administrator. The foreclosure remedies provided for in the Indenture shall apply upon the nonpayment of Special Tax A. I. REVIEWS AND APPEALS Any taxpayer may file a written appeal of the Special Tax levied onhis/her property with the CFD Administrator, provided that the appellant is current in his/her payments of Special Taxes. During the pendency of an appeal, all Special Taxes previously levied must be paid on or before the payment date established when the levy was made. The appeal must specify the reasons why the appellant claims the Special Tax is in error. The CFD Administrator shall review the appeal, meet with the appellant if the CFD Administrator deems necessary, and advise the appellant of its determination. If the CFD Administrator agrees with the appellant, the CFD Administrator shall grant a credit to eliminate or reduce future Special Taxes on the appellant's property. No refunds of previously paid Special Taxes shall be made. J. PREPAYMENT OF SPECIAL TAX A 1. Prepayment in Full The obligation of an Assessor's Parcel to pay the Special Tax A may be prepaid and permanently satisfied as described herein; provided that a prepayment may be made only for Assessor's Parcels of Developed Property, or an Assessor's Parcel of Undeveloped Property Resolution No. 07-44 Page 18 of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 10 for which a building permit has been issued, and only if there are no delinquent Special Taxes with respect to such Assessor's Parcel at the time of prepayment. An owner of an Assessor's Parcel intending to prepay the Special Tax A obligation shall provide the CFD Administrator with written notice of intent to prepay. Within 30 days of receipt of such written notice, the CFD Administrator shall notify such owner of the prepayment amount of such Assessor's Parcel. The CFD Administrator may charge a reasonable fee for providing this service. Prepayment must be made not less than 45 days prior to the next occurring date that notice of redemption of Bonds from the proceeds of such prepayment maybe given to the Trustee pursuant to the Indenture. The following additional definitions apply to this Section J: "Buildout" means, for CFD No. 07-01, that all expected building permits have been issued. "Previously Issued Bonds" means, for any Fiscal Year, all Outstanding Bonds that are deemed to be outstanding under the Indenture after the first interest and/or principal payment date following the current Fiscal Year. The Prepayment Amount (defined below) shall be calculated as summarized below (capitalized terms as defined below): Bond Redemption Amount plus Redemption Premium plus Defeasance Amount plus Administrative Fees and Expenses less Reserve Fund Credit less Capitalized Interest Credit Total: equals Prepayment Amount As of the proposed date of prepayment, the Prepayment Amount (defined below) shall be calculated as follows: Paragraph No: 1. Confirm that no Special Tax delinquencies apply to such Assessor's Parcel. 2. For Assessor's Parcels of Developed Property, determine the Maximum Special Tax A. For Assessor's Parcels of Undeveloped Property for which a building permit has been issued, compute the Maximum Special Tax A for that Assessor's Parcel as though it was already designated as Developed Property, based upon the b gilding permit which has already been issued for that Assessor's Parcel. 3. Divide the Maximum Special Tax A computed pursuant to paragraph 2 by the total estimated Maximum Special Tax A for the entire CFD No. 07-01 based on the Developed Property Special Tax A which could be levied in the current Fiscal Year on all expected development through Buildout of CFD No. 07-01, excluding any Assessor's Parcels which have been prepaid. City of Tustin , Resolution No. 07-44 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 11 4. Multiply the quotient computed pursuant to paragraph 3 by the amount of Previously Issued Bonds to compute the amount of Previously Issued Bonds to be retired and prepaid (the "Bond Redemption Amount"). 5. Multiply the Bond Redemption Amount computed pursuant to paragraph 4 by the applicable redemption premiurp (e.g., the redemption price-100%), if any, on the Previously Issued Bonds to be redeemed (the "Redemption Premium"). 6. Compute the amount needed to pay interest on the Bond Redemption Amount from the first bond interest and/or principal payment date not covered by the current Fiscal Year Special Taxes until the earliest redemption date for the Previously Issued Bonds. 7. Determine the Special Tax A levied on the Assessor's Parcel in the current Fiscal Year which has not yet been paid. 8. Compute the minimum amount the CFD Administrator reasonably expects to derive from the reinvestment of the Prepayment Amount less the Administrative Fees and Expenses (defined below) from the date of prepayment until the redemption date for the Previously Issued Bonds to be redeemed with the prepayment. 9. Add the amounts computed pursuant to paragraphs 6 and 7 and subtract the amount computed pursuant to paragraph 8(the "Defeasance Amount"). 10. The administrative fees and expenses of CFD No. 07-01 are as calculated by the CFD Administrator and include the costs of computation of the prepayment, the costs to invest the prepayment proceeds, the costs of redeeming Bonds, and the costs of recording any notices to evidence the prepayment and the redemption (the "Administrative Fees and Expenses"). 11. The reserve fund credit (the "Reserve Fund Credit") shall equal the lesser of (a) the expected reduction in the reserve requirement (as defined in the Indenture), if any, associated with the redemption of Previously Issued Bonds as a result of the prepayment, or(b) the amount derived by subtracting the new reserve requirement (as defined in the Indenture) in effect after the redemption of Previously Issued Bonds as a result of the prepayment from the balance in the reserve fund on the prepayment date, but in no event shall such amount be less than zero. No Reserve Fund Credit shall be granted if the amount then on deposit in the reserve fund for the Previously Issued Bonds is below 100% of the reserve requirement (as defined in the Indenture). 12. If any capitalized interest for the Previously Issued Bonds will not have been expended as of the date immediately following the first interest and/or principal payment following the current Fiscal Year, a capitalized interest credit shall be calculated by multiplying the quotient computed pursuant to paragraph 3 by the expected balance in the capitalized interest fund or account under the Indenture after such first interest and/or principal payment (the "Capitalized Interest Credit"). Resolution No. 07-44 Page 2o of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 12 13. The Special Tax A prepayment is equal to the sum of the amounts computed pursuant to paragraphs 4, 5, 9, and 10, less the amounts computed pursuant to paragraphs 11 and 12 (the "Prepayment Amount"). From the Prepayment Amount, the amounts computed pursuant to paragraphs 4, 5, 9,11 and 12 shall be deposited into the appropriate fund as established under the Indenture and be used to retire Previously Issued Bonds or to make scheduled debt service payments or to pay administrative expenses related to the prepayment of the Special Tax. The amount computed pursuant to paragraph 10 shall be retained by CFD No. 07-01. The Special Tax A Prepayment Amount may be insufficient to redeem a full $5,000 increment of Bonds. In such cases, the increment above $5,000 or integral multiple thereof will be retained in the appropriate fund established under the Indenture to be used with the next prepayment of Bonds or to make debt service payments. Upon confirmation of the payment of the current Fiscal Year's Special Tax A levy as determined under paragraph 7 (above), the CFD Administrator shall remove the current Fiscal Year's Special Tax A levy for such Assessor's Parcel from the County tax rolls. With respect to any Assessor's Parcel that is prepaid, the Council shall cause a suitable notice to be recorded incompliance with the Act, to indicate the prepayment of the Special Tax A and the release of the Special Tax A lien on such Assessor's Parcel, and the obligation of such Assessor's Parcel to pay the Special Tax A shall cease. Notwithstanding the foregoing, no Special Tax A prepayment shall be allowed unless, at the time of such proposed prepayment, the amount of Maximum Special Tax A that may be levied on Taxable Property within CFD No. 07-01 (after excluding Privately Owned Specific Retail Property and Public Property that are exempt from the Special Tax as set forth in Section G.l) both prior to and after the proposed prepayment is at least 1.1 times the maximum annual debt service on all Previously Issued Bonds, plus the Administrative Expenses. 2. Prepayment in Part The Special Tax A on an Assessor's Parcel of Developed Property or an Assessor's Parcel of Undeveloped Property for which a building permit has been issued may be partially prepaid. The amount of the prepayment shall be calculated as in Section J.1; except that a partial prepayment shall be calculated according to the following formula: These terms have the following meaning: PP = the partial prepayment PE = the Special Tax A Prepayment Amount calculated according to Section J.1 A = the Administrative Fees and Expenses calculated according to Section J.1 Resolution 07-44 City of Tustin Page 21 of 23 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) ~. Page 3 F = the percentage, expressed as a decimal, by which the owner of the Assessor's Parcel is partially prepaying the Special Tax A The owner of any Assessor's Parcel who desires such prepayment shall notify the CFD Administrator of such owner's intent to partially prepay the Special Tax A and the percentage by which the Special Tax A shall be prepaid. The CFD Administrator shall provide the owner with a statement of the amount required for the partial prepayment of the Special Tax A for an Assessor's Parcel within 30 days of the request and may charge a reasonable fee for providing this service. With respect to any Assessor's Parcel that is partially prepaid, the Council shall (i) distribute the funds remitted to it according to Section J.1, and (ii) indicate in the records of CFD No. 07-O1 that there has been a partial prepayment of the Special Tax A and that a portion of the Special Tax A with respect to such Assessor's Parcel, equal to the outstanding percentage (1.00 - F) of the remaining Maximum Special Tax A, shall continue to be levied on such Assessor's Parcel pursuant to Section E.1. K. PREPAYMENT OF SPECIAL TAX B No prepayment of Special Tax B is allowed for any Assessor's Parcel within CFD No. 07-01. L. TERM OF SPECIAL TAX The Special Tax A shall be levied for a period not to exceed forty-five years commencing with Fiscal Year 2007-2008. The Special Tax B shall be levied as long as necessary to meet the Special Tax Requirement for Services. Page 22 of 23 City of Tustin April 26, 2007 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page 14 EXHIBIT A TYPES OF FACILITIES AND SERVICES Facilities The types of facilities to be financed by the Community Facilities District are street improvements, including grading, paving, curbs and gutters, sidewalks, street signalization and signage, street lights and parkway and landscaping related thereto, storm drains, utilities, public parks and recreation facilities, public library facilities, fire protection facilities and equipment and land, rights-of-way and easements necessary for any of such facilities. Services The types of services to be financed by the Community Facilities District are police protection services, fire protection services, ambulance and paramedic services, recreation program services, maintenance of parks, parkways and open space and flood and storm protection services. Resolution 07-44 City of Tustin Page 23 of 23 Community Facilities District No. 07-01 (Tustin Legacy/Retail Center) Page A-1