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Resolution 09735JHHW:SRC:sc 04/01/82 9494B RESOLUTION NO 9735 A RESOLUTION DETERMINING UNPAID ASSESSMENTS AND PROVIDING FOR ISSUANCE OF BONDS HARBOR BAY BUSINESS PARK ASSESSMENT DISTRICT 81 -1 ORIGI A RESOLVED, by the City Council of the City of Alameda, County of Alameda, California, that WHEREAS, on January 19, 1 of Intention No. 9673 relatir public improvements under and Improvement Act of 1913, and issued thereunder pursuant to 1915, reference to said Resolution of Intention hereby being expressly made for further particulars; WHEREAS, notice of the recordation of the assessment and of the time within which assessments were to be paid in cash was duly published and mailed in the manner provided by law, and the time so provided for receiving payment of assessments in cash expired, and the Finance Director of this City, the official who has been designated by this Council as Collection Officer for cash payments of said assessments, filed with the City Treasurer of this City, on April 6, 1982, a revised list of all assessments which remained unpaid; and WHEREAS, this Council duly considered said list and determined that the same was an accurate statement thereof; NOW, THEREFORE, IT IS HEREBY DETERMINED AND ORDERED, as follows: 1. List of Unpaid Assessment. The assessments now remaining unpaid are as shown on said list and on Exhibit "A" attached hereto and by this reference made a part hereof; the aggregate amount thereof is $5,//g00/620 ; and for a particular description of the lots or parcels of land bearing the respective assessment numbers set forth in said list, reference is hereby made to the assessment and to the diagram recorded in the office of the Superintendent of Streets of this City after confirmation thereof by this Council. 2. Issuance of Bonds. Bonds in the aggregate principal amount of $ 9g010 / 620 shall be issued as hereinafter provided upon the security of said unpaid assessments in accordance with the provisions of the Improvement Bond Act of 1915 (Division 10 of the Streets and Highways Code) and under and pursuant to the provisions of said Resolution of Intention and the proceedings thereunder duly had and taken. The bonds herein provided to be issued shall be known as "Improvement Bonds, City of Alameda, Harbor Bay Business Park Assessment District 81 -1, Series 1982 -1 ", and shall be dated April 15, 1982. Said bonds shall be issued as coupon bonds, registrable as to principal and interest or as to principal only, be numbered and of the denominations and mature in the amounts and on the dates set forth in Exhibit "B" attached hereto and by this reference made a part hereof. 3. Interest. Said bonds shall bear interest from their date at the rate or rates determined by this Council at the time of sale of said bonds (not to exceed twelve percent (12 %) per annum, or such higher rate of interest as may be authorized by applicable law at the time of sale of such bonds), payable commencing on January 2, 1983, and semiannually thereafter on July 2 and January 2 of each year to maturity. Each bond will continue to bear interest after maturity at the rate stated therein, provided it is presented at maturity and payment thereof is 2 refused on the sole ground that there is not sufficient money in he redemption fund with which to pay same; if it is not presented at maturity, interest thereon will run only until maturity. 4. Payable. The principal of and interest on said bonds shall be payable in lawful money of the United States of America at Bank of America National Trust and Savings Association, the Paying Agent of this City, at its corporate agency division in San Francisco, California. Principal and interest on any fully registered bonds and principal on any bonds registered as to principal only shall be paid to the registered owner by check or warrant mailed to the address entered in the registry book provided for herein. 5. Form. The coupon bonds, the registration endorsement thereon and the coupons to be attached to such bonds shall be substantially in the forms set forth in Exhibit "C" attached hereto and incorporated herein by reference, the blank spaces therein to be filled in to conform to the provisions of this resolution. 6. Execution. Said bonds shall be executed on behalf of the City and under its official seal by said City Treasurer and by its City Clerk, and the coupons attached to the coupon bonds shall be executed by said City Treasurer, whose signature may be reproduced on the bonds and on the coupons by engraved, printed or lithographed facsimile thereof, and the official seal may be placed on the bonds in like manner; such signing and sealing shall constitute and be a sufficient and binding execution of each and every one of said bonds and of any coupons thereon, respectively. If any officer whose signature - appears on said bonds or on any coupons thereon ceases to be such officer before the delivery of said bonds to the 3 purchaser thereof, such signature shall be as valid as if such officer had remained in office until the delivery of said bonds. 7. Preparation and Delivery of Bonds. The Finance Director is hereby directed to cause said bonds to be prepared in accordance with this resolution and to deliver same upon their completion and execution to the purchaser thereof, upon receipt of the purchase price therefor, and upon the performance of the conditions contained in the accepted bid for the bonds, as determined by this Council. 8. Improvement Fund. Said Finance Director shall keep an improvement fund designated by the name and /or number of the improvement or assessment district, into which shall be placed the proceeds received from the sale of said bonds, including any premium (except that any interest accrued from the date of the bonds to the date of delivery thereof shall be placed in the redemption fund provided for herein). All moneys in said fund shall be withdrawn only upon checks or warrants of the City of Alameda and shall be applied exclusively to the payment of the cost of the acquisitions and /or construction of the improvements described in the proceedings under and pursuant to said Resolution of Intention, as now or hereafter changed or modified by appropriate legal proceedings, and all expenses incidental thereto. Any surplus remaining after payment of all costs and all legal charges, claims and expenses shall be used as set forth in said proceedings. 9. Redemption Fund. Said Finance Director shall keep a redemption fund designated by the name of the bonds, into which shall be placed any accrued interest for the period from the date of said bonds to the date of delivery thereof and all sums received from the collection of unpaid 4 assessments provided for in Section 11 hereof, and of the interest and penalties thereon, and from which fund disbursement shall be made to pay the principal or advance redemption price of the bonds and the interest due thereon. 10. Bond Register. The Finance Director shall keep or cause to be kept a register showing the series, number, date, amount, rate of interest, the last known holder of each bond, and the number and amount of each interest coupon paid, and shall cancel or cause to be canceled each bond and coupon paid. 11. Collection of Unpaid Assessments. The unpaid assessments shown on said list, together with the interest thereon, shall be payable in annual series corresponding in number to the number of serial maturities of the bonds issued. An annual proportion of each unpaid assessment shall be payable in each year preceding the date of maturity of each of the several series of bonds issued, sufficient to pay the bonds when due, and such proportion of each unpaid assessment coming due in any year, together with the annual interest thereon, shall be payable in the same manner and at the same time and in the same installments as the general taxes on real property are payable, and become delinquent at the same times and in the same proportionate amounts and bear the same proportionate penalties and interest after delinquency as do the general taxes on real property. All sums received from the collection of said unpaid assessments and of the interest and penalties thereon shall be placed in the redemption fund provided for herein. 12. Redemption Prior to Maturity. Each bond outstanding may be redeemed and paid in advance of maturity upon the second day of January or 5 July in any year by giving at least 60 days notice and by paying the principal amount thereof together with a premium equal to 5% of the principal plus interest to the date of advanced maturity, unless sooner surrendered, in which event said interest will be paid to the date of payment, all in the manner and as provided in the Improvement Bond Act of 1915. The provisions of Part 11.1 of the Improvement Bond Act of 1915 are applicable to the advance payment of assessments and to the calling of said bonds. The Finance Director shall call for redemption and retire bonds upon prepayment of assessments in amounts sufficient therefor, or whenever sufficient surplus funds are available therefor in the redemption fund. In selecting bonds for retirement, the lowest numbered bonds of the various annual maturities shall be chosen pro rata in a manner intended to disturb as little as possible the relationship of unpaid assessments to bonds outstanding. 13. Registration Book. The Finance Director shall keep or cause to be kept an appropriate book showing at all times which of said bonds are registered and in whose names, and, upon presentation of bonds for such purpose, the Finance Director shall, pursuant to such reasonable regulations as the Finance Director may prescribe, register or transfer or cause to be registered or transferred, in said registry book, any of said bonds presented for such purposes. 14. Registration and Transfer of Coupon Bonds. Each coupon bond herein authorized may be registered as to both principal and interest or as to principal only, upon the written request of the holder and upon presentation of the bond to the Paying Agent for such purpose. 6 (a) Principal and Interest. When a coupon bond is presented for registration as to both principal and interest, the coupons shall be removed therefrom and canceled (or preserved in a place of safekeeping, at the option of the Paying Agent, and the number of the bond, the name and address of the holder in whose name it is to be registered, the date of such registration and a notation that the bond is registered as to both principal and interest shall be entered in the registry book, and appropriate endorsement thereof shall be rnade by the Paying Agent in the space provided therefor on the back of the bond. Until such registration is discharged as hereinafter provided, the interest when due shall be payable only to the registered owner and the principal when due shall be payable only to such owner upon surrender of the bond to the Paying Agent. (b) Principal Only. When a coupon bond is presented for registration as to principal only, the entries specified in the preceding paragraph shall be made in the registry book and on the bond, except that a notation in said book and on said bond shall indicate that the bond is registered as to principal only. In such case, the coupons remain negotiable and transferable by delivery and shall not be removed from the bond. Interest on such bond shall be paid to or upon the order of the person presenting the coupons for payment; principal, however, shall be paid only to the registered owner upon surrender of such bond to the Paying Agent. (c) Transfer. A registered coupon bond may be transferred only by the registered owner, in person or by attorney duly authorized in writing, by a written instrument of transfer in form acceptable to the Finance Director, and by the Paying Agent endorsing such transfer on the bond and in the registry 7 book. No transfer shall be required to be made during the fifteen (15) days next preceding an interest payment date. (d) Discharge from Registration. A registered coupon bond may be discharged from registration upon written request of the registered owner. In such case, the Paying Agent shall transfer the bond to bearer by appropriate endorsement on the bond and in the registry book, cause all unmatured coupons that have been removed from the bond to be reattached to the bond (such coupons to be reprinted, if necessary), and deliver the bond and coupons to the owner, and thereupon negotiability and transferability by delivery shall be restored. (e) Reregistration. Coupon bonds that have been discharged from registration are subject to successive registrations and transfers in the manner heretofore provided. (f) Charges. The person requesting registration, transfer or discharge from registration of coupon bonds shall, as a condition precedent to the exercise of such privilege, pay the reasonable charges of the Paying Agent therefor, if any, including any cost of reprinting the coupons and any tax or other governmental charge required to be paid with respect thereto. 15. Advances from Available Surplus Funds. The City shall be the purchaser of property upon which payment of an annual installment of principal and interest due upon any of said unpaid assessments is delinquent, in like manner in which it becomes or may become the purchaser of property sold for the nonpayment of general taxes, and shall transfer from available surplus funds into the redemption fund for said bonds, as an advance recoverable upon sale or redemption of the property; the amount of the delinquent unpaid 8 assessment installment upon which said sale is made. The City shall also pay and transfer from available surplus funds into said redemption fund, as an advance recoverable upon sale or redemption of the property, the amount of any future delinquent unpaid assessment installments on such property pending redemption. 16. Reserve Fund. Upon placement of the proceeds from the sale of said bonds in the improvement fund, the Finance Director shall forthwith transfer the sum of $ leg 00O from said fund into a special reserve fund, which shall be designated by the name and /or number of the improvement or assessment district. The money in said special fund shall be administered by the Finance Director in accordance with and pursuant to the provisions of Part 16 of the Improvement Bond Act of 1915, provided only that proceeds from (1) investment of moneys in the reserve fund and (2) redemption or sale of the properties with respect to which payment of delinquent assessments and interest thereon was paid from the reserve fund, shall be credited to the reserve fund only to the extent that the amount credited to the reserve fund will not result in the bonds becoming "arbitrage bonds" as defined in Section 103(c) of the Internal Revenue Code of 1954, as amended, and regulations promulgated by the United States Department of the Treasury thereunder. To the extent that such proceeds, or any portion thereof, would cause the bonds to become "arbitrage bonds" if credited to the reserve fund and invested at a higher yield than permitted by said Section 103(c) and said regulations, then such proceeds, or portion thereof, shall be credited upon the assessments, provided only that in the event crediting of any portion of such proceeds upon assessments not theretofore paid in full in cash would result in moneys in the bond redemption 9 fund remaining therein 'or a period of more than twelve (12) months, then any portion of such proceeds which would otherwise remain in the bond redemption fund for a period of more than twelve (12) months shall be used to call bonds prior to their maturity date on the earliest call date next succeeding the deposit thereof in the redemption fund. 17. Investment of Funds. Moneys in the Redemption Fund, the Reserve Fund and the Improvement Fund shall, whenever practicable, be invested in legal investments for the City of Alameda under applicable law for the moneys held pursuant to this resolution at the time when any of such moneys are to be invested therein. Any income therefrom or interest thereon shall accrue to and be deposited in the fund from which said moneys were invested. 18. Covenant to Foreclose. The City hereby covenants with and for the benefit of the holders of the bonds that it will order, and cause to be commenced within 120 days following the date of delinquency, and thereafter diligently prosecuted, an action in the superior court to foreclose the lien of any assessment or installment thereof not paid when due, pursuant to and as provided in Sections 8830 through 8835, inclusive, of the Streets and Highways Code of the State of California, provided that the amount in the reserve fund to be created pursuant to Section 16 of this resolution is less than 100% of the amount originally placed in said fund pursuant to said Section 16, plus proceeds from investment of monies in said fund. 19. Non-Arbitrage Covenant. The City hereby covenants with the holders of the bonds that it will make no use of the proceeds of said bonds at any time during the term thereof which, if such use had been reasonably expected on the date said bonds were issued, would have caused said bonds to be 10 arbitrage bonds within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, and the Temporary and Proposed Treasury Regulations promulgated thereunder. 20. Certificate as to Non - Arbitrage. On the basis of the facts, estimates and circumstances now in existence and in existence on the date of issue of said bonds, as determined by the Finance Director, said Finance Director is authorized to certify that it is not expected that the proceeds of said issue will be used in a manner that would cause such obligations to be arbitrage bonds. Such certification shall be delivered to the purchaser of said bonds at the time of delivery of and payment for said bonds. 21. Certified Copies. The City Clerk shall furnish a certified copy of this resolution to the Finance Director, to the Paying Agent and to the Auditor of the County of Alameda. * * * * * * * * * * * * * ** I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted by the Council of the City of Alameda in regular meeting assembled on the 6th day of April 1982, by the following vote, to wit: AYES: Councilmen Diament, Gorman, Sherratt, Stone and President Corica - 5. NOES: None. ABSENT: None. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official , 1982. seal of said City this 7th day of April City Cler of the 1....y. of;klameda 11 CITY OF ALAMEDA HARBOR BAY BUSINESS PARK ASSESSMENT DISTRICT 81 -1 LIST OF UNPAID ASSESSMENTS Assessment Assessor's Number Parcel No. Amount of Assessment Unpaid 1 74-1040-4-5 /l (por) $,2 /3,0$S82 1, S1'7 ,Z7Y. /8 2 74- 1040 -4 -5 (por) EXHIBIT "A" Coupon Bond Numbers (Inclusive) 1 2 -17 18 -36 37 -58 59 -82 83 -109 110 -139 140 -173 174 -183 184 -219 220 -229 230 -270 271 -318 319 -372 373 -432 433 -499 500 -574 575 -658 659 -752 753 -858 859 -976 $4‘,800,620 IMPROVEMENT BONDS SERIES 1982 -1 CITY OF ALAMEDA HARBOR BAY BUSINESS PARK ASSESSMENT DISTRICT 81 -1 Denomination $5,620 5,000 5,000 5,000 5,000 5,000 5,000 5,000 1,000 5,000 1,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 5,000 EXHIBIT "B" Maturity Principal Date Amount (July 2) $5,620 1983 80,000 1983 95,000 1984 110,000 1985 120,000 1986 135,000 1987 150,000 1988 170,000 1989 10,000 1990 180,000 1990 10,000 1991 205,000 1991 240,000 1992 270,000 1993 300,000 1994 335,000 1995 375,000 1996 420,000 1997 470,000 1998 530,000 1999 590,000 2000 COUPON BOND FORM. The coupon bonds shall be substantially in the following form: UNITED STATES OF AMERICA STATE OF CALIFORNIA COUNTY OF ALAMEDA CITY OF ALAMEDA IMPROVEMENT BOND HARBOR BAY BUSINESS PARK ASSESSMENT DISTRICT 81 -1 SERIES 1982 -1 BOND NO. $ Under and by virtue of the Improvement Bond Act of 1915, Division 10 of the Streets and Highways Code, the City of Alameda, State of California, will, on the second day of July, , out of the redemption fund for the payment of the bonds issued upon the unpaid portion of the assessments made for the acquisition, work and improvements more fully described in the proceedings taken pursuant to Resolution of Intention No. 9673, adopted by the City Council of the City of Alameda on the 19th day of January, 1982, pay to bearer (or, if this bond is registered as herein provided, to the registered owner hereof) the sum of DOLLARS ($ ) with interest thereon from the 15th day of April, 1982, at the rate of twelve percent (12 %) per annum, all as is hereinafter specified, at Bank of America National Trust and Savings Association, the Paying Agent of the City of Alameda, at its corporate agency division in San Francisco, California. This bond is one of several annual series of bonds of like date, tenor and effect, but differing in amounts and maturities, issued by the City of Alameda under said law for the purpose of providing means for paying for the acquisition, work and improvements described in said proceedings, and is secured by the moneys in said redemption fund and by the unpaid portion of the assessments made for the payment of said acquisition, work and improvements, and, including principal and interest, is payable exclusively out of said fund. The interest is payable semiannually, to wit: On the second days of January and July in each year hereafter, upon presentation of the proper coupons therefor; provided, that the first of said coupons is for the interest to the second day of January, 1983, and thereafter the interest coupons are for the semiannual interest. This bond will continue to bear interest after maturity at the rate above stated; provided, it is presented at maturity and payment thereof is refused upon the sole ground that there is not sufficient money in said redemption fund with which to pay same; if it is not presented at maturity, interest thereon will run until maturity. EXHIBIT C This bond may be registered as to principal and interest or as to principal only, with the privilege of transfer, discharge from registration and successive registration, upon written request of the owner and presentation of the bond to the Paying Agent and payment of the charges, if any, all as set forth in the resolution providing for the issuance hereof. This bond may be redeemed and paid in advance of maturity upon the second day of January or July in any year by giving the notice provided in said law and by paying principal and accrued interest together with the premium equal to five per centum of the principal. IN WITNESS WHEREOF, the City of Alameda has caused this bond to be signed by its City Treasurer and by its City Clerk, has caused the coupons attached hereto to be signed by said City Treasurer, and has caused said City Clerk to affix hereto its official seal, all on the 15th day of April, 1982. City Clerk of the City of Alameda (SEAL) C ty Treasurex of th City or- Alameda COUPON FORM. The coupons to be attached to the coupon bonds shall be substantially in the following form: THE CITY OF ALAMEDA, County of Alameda, Due 2, California, will, on the due date hereof, unless the bond specified herein is redeemed prior thereto, pay to bearer $ the sum hereon at Bank of America National Trust and Savings Association, the Paying Agent of the City of Alameda, at its corporate agency division in San Francisco, Coupon No. California, as interest on its Improvement BOND designated HARBOR BAY BUSINESS PARK ASSESSMENT DISTRICT 81 -1, Series 1982 -1, dated April 15, 1982. Bond No. City Treasurer of t e City r _ Alameda REGISTRATION FORM: The form of endorsement for registration on the coupon bonds shall be substantially as follows: This bond is registered in the name of the registered owner last entered below and both the principal of and interest on this bond are payable only to such owner, unless registered as to principal only, in which event the principal is so payable; provided, however, that this bond may be registered to bearer and thereby discharged from registration and the negotiability hereof restored. Note: No writing below except by the Paying Agent of the City of Alameda. Date of Registry Type of Registration* Principal only and Interest Principal only and Interest Principal only and Interest Principal only and Interest Name and Address of Registered Owner Signature of Paying Agent *If registration is as to principal only, strike the words and Interest "; if as to principal and interest, strike the word "only ". EXHIBIT C (iii)