Resolution 10141ORIGINAL
RESOLUTION NO.10141
A RESOLUTION APPROVING OFFICIAL STATEMENT
AND PURCHASE AGREEMENT PERTAINING TO CORPORATION YARD FACILITIES
AND AUTHORIZING EXECUTION THEREOF
RESOLVED, by the City Council of the City of Alameda, California, as
follows:
WHEREAS, there has been presented to this Council on the date hereof a
Official Statement relating to Certificates of Participation (the
"Certificates ") Evidencing a Proportionate Interest of the Owners Thereof in
Lease Payments to be Made by the City of Alameda, California, to the
Association of Bay Area Governments, and this Council has, with the aid of its
staff, reviewed said Official Statement and each and every part thereof; and
WHEREAS, there has been presented to this Council a Purchase Agreement
pertaining to the purchase of the Certificates by Merrill Lynch Capital
Markets (Merrill Lynch, Pierce, Fenner & Smith Incorporated) and Kelling &
Co., Inc., and this Council has, with the aid of its staff, reviewed said
Purchase Agreement and each and every part thereof;and
WHEREAS, it is in the public interest and for the public benefit that
said Official Statement and Purchase Agreement be approved;
NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows:
1. The facts contained in the Official Statement as presented to this
Council on the date hereof are true and correct in all material respects and
the Official Statement contains no untrue statement of a material fact
necessary to make a statement therein not misleading in light of the
circumstances under which it was made.
2. The Official Statement is approved for distribution in the offering
and sale of the Certificates.
3. The City Manager of the City and other qualified officers of the
City are authorized to approve corrections and additions to the Official
Statement by supplement or amendment thereto, or by appropriate insertions
into the Official Statement, or otherwise as appropriate, provided that any
such corrections or additions shall be necessary to cause the information
contained therein to conform with facts material to the Certificates or to the
proceedings of this Council or such corrections or additions are in form
rather than in substance.
4. Merrill Lynch Capital Markets (Merrill Lynch, Pierce, Fenner & Smith
Incorporated) and Kelling & Co., Inc. (the "Underwriters "), on behalf of the
City, are authorized and directed to cause the Official Statement to be
distributed to such municipal bond broker - dealers, to such banking
institutions and to such other persons as may be interested in purchasing the
Certificates referred to therein.
5. The Mayor, City Manager or other appropriate officer of the City is
authorized and directed to execute said Official Statement and cause to be
delivered to the Underwriters said Official Statement and a statement that the
facts contained in the Official Statement, and any supplement or amendment
thereto (which shall be deemed an original part thereof for the purpose of
such statement) were, at the time of the sale of the Certificates, and are, as
of the date of delivery of the Certificates, true and correct in all material
respects and that the Official Statement did not, at the date of the sale of
the Certificates, and does not, as of the date of delivery of the
Certificates, contain any untrue statement of a material fact or omit to state
material facts required to be stated where necessary to make a statement not
misleading in light of the circumstances under which it was made. The signer
shall, with the aid of the staff of the City, take such further actions prior
to the signing of the statement as are deemed necessary or appropriate to
verify the accuracy of the statement.
6. The Purchase Agreement dated the date hereof relating to the
Certificates, a copy of which is on file in the office of the City Clerk,
which Purchase Agreement is to be entered into by and among the Underwriters,
the City and Security Pacific National Bank, as Trustee, is hereby approved,
and the Mayor is hereby authorized to execute said Purchase Agreement and the
City Clerk or Deputy City Clerk is hereby authorized to attest to the
signature of the Mayor.
I hereby certify that the foregoing resolution was adopted by the City
Council of the City of Alameda, California, at an adjourned regular meeting
held on the 22nd day of August, 1983, by the following vote, to wit:
AYES: Councilmembers: Gorman, Hanna, Monsef and President Diament - 4.
NOES: Councilmembers: None.
ABSENT: Councilmembers: Lucas 1.
Deputy City Clerk