HomeMy WebLinkAbout1989-09-28 - Resolution No. 89-340 4
RESOLUTION NO. 89-34
RESOLUTION OF THE BOARD OF DIRECTORS
OF THE YORBA LINDA WATER DISTRICT
APPROVING, AUTHORIZING AND DIRECTING EXECUTION
OF CERTAIN LEASE FINANCING DOCUMENTS, APPROVING A
PRELIMINARY OFFICIAL STATEMENT AND AUTHORIZING AND
DIRECTING CERTAIN ACTIONS WITH RESPECT THERETO
WHEREAS, the Board of Directors (the "Board") of the Yorba Linda Water
District (the "District") has expressed the interest of the
District to participate in a lease financing program (the
"Program") in conjunction with the California Special Districts
Association (the "Association") and the CSDA Finance
Corporation (the "Corporation"); and
WHEREAS, the District proposed to participate in the Program in order to
finance certain property (the "project") described in Exhibit C
to the Lease Agreement (defined below) and it is in the public
interest and for the public benefit that the District authorize
and direct the execution of the Lease Agreement together with
certain other financing documents in connection therewith, the
forms of which have been provided to this Board of Directors
at the meeting at which this Resolution was adopted; and
WHEREAS, pursuant to the District's authorization, Prudential-Bache
Capital Funding (the "Underwriter") has prepared and presented
to the District a form of preliminary official statement
containing information material to the sale of the Certificates
of Participation described below (the "Preliminary Official
Statement") and the Purchase Contract (the "Purchase
Contract") relating to the sale of said Certificates of
Participation, including the Letter of Representation attached
as an exhibit to the Purchase Contract; and
WHEREAS, the documents specified below have been filed with the
District and the members of the Board, with the aid of its
staff, have reviewed said documents.
NOW THEREFORE, IT IS HEREBY RESOLVED, ORDERED AND
DETERMINED, as follows:
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tSecti n 1: The President of the Board (or the designated
representative of the President), after approval by the Board (the
"District Representative"), is hereby authorized and directed to
execute the documents listed below on behalf of the District, in
substantially the forms presented at this meeting, with such changes,
insertions and omissions as may be approved by such official, and the
Secretary of the Board or Deputy Secretary is hereby authorized and
directed to attest to such official's signature:
(a) a lease agreement, relating to the Project, between the
Corporation, as lessor, and the District, as lessee (the "Lease
Agreement"), dated as of October 1, 1989;
(b) the Site Lease, dated as of October 1, 1989 (the "Site Lease")
between the District, as lessor, and the Corporation, as lessee;
(c) the Purchase Contract and Letter of Representation; and
(d) related Closing Documents as required in connection with and
related to financing the Project.
5gktion 2: The District Representative is 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 financing herein contemplated and authorized
including, but not limited to, an encroachment permit, an easement, a
license, a security document, or such other document as may be
appropriate to transfer to the Corporation a legal interest in the real
property upon which the Project will be constructed or located, if the
Project includes a real property component, or to transfer to the
corporation a legal interest in such portions of the Project that
include personal property.
Section 3: The Preliminary Official Statement is approved for
distribution in connection with the offering of the CSDA Finance
Corporation Certificates of Participation (California Special District
Lease Finance Program) 1989 Series E (the "Certificates of
Participation").
Section 4: The District Representative is authorized to approve
corrections and additions or deletions to the Preliminary Official
Statement by supplement or amendment thereto, or otherwise as
appropriate, provided that any such correction and additions or
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deletions shall by necessary to cause the information contained
therein to conform with facts material to the Certificates of
Participation or to the proceedings of the District or such corrections
and additions or deletions are in form rather than in substance.
Section 5: The District Representative is authorized and directed
to cause the Preliminary Official Statement to be brought into
the
form of a final official statement (the "Official Statement") and
to
execute such Official Statement and a certificate stating that
the
facts contained in the Official Statement, and any supplement
or
amendment thereto (which shall be deemed an original part ther
eof
for purposes of such certificate or statement) were, at the time
of
the issuance of the Certificates of Participation, true and correct
in
all material respects and the the Official Statement did not, on
the
date of delivery of the Certificates of Participation, contain any
untrue statement of a material fact with respect to the District
or
omit to state material facts with respect to the District required
to
be stated where necessary to make any statement made therein
not
misleading in the light of the circumstances under which it was made.
The District Representative shall take such further actions prior
to
the signing of the Official Statement as are deemed necessary
or
appropriate to verify the accuracy thereof.
Section 6: This Resolution shall take effect from and after its
date of adoption.
The following resolution was duly passed by the Board of Directors of
the Yorba Linda Water District at a meeting held September 28, 1989,
by the following vote:
AYES: 5
NAYS: p
ABSENT: o
Signed and approved by me after is passage.
By:
Vice
Attest: )
By:
~U~fCI/YYl ~1
Secretary of the Board `
President, Board Directors