HomeMy WebLinkAboutCC Resolution 11834 (Public Parking Project Property Lease)CITY OF SAN RAFAEL
RESOLUTION NO. 11834
RESOLUTION OF THE CITY OF SAN RAFAEL AUTHORIZING THE
EXECUTION OF A FIRST AMENDMENT TO SITE AND FACILITY LEASE AND
FIRST AMENDMENT TO PROPERTY LEASE IN CONNECTION WITH THE
SAN RAFAEL JOINT POWERS FINANCING AUTHORITY LEASE REVENUE
BONDS, SERIES 2003 (PUBLIC PARKING PROJECT) AND DIRECTING
CERTAIN RELATED ACTIONS IN CONNECTION THEREWITH
WHEREAS, the San Rafael Joint Powers Financing Authority (the "Authority") has
heretofore issued, sold and delivered its Lease Revenue Bonds, Series 2003 (Public Parking
Project) (the "Bonds") in the aggregate principal amount of $7,605,000 pursuant to a Trust
Agreement dated as of April 1, 2003 (the "Trust Agreement") between the Authority and Union
Bank of California, N.A. (the "Trustee") to obtain money, in part, to finance certain capital
projects of the City of San Rafael (the "City); and
WHEREAS, in connection with the issuance of the Bonds, the Authority and the City
have heretofore entered into a Site and Facility Lease dated as of April 1, 2003 and recorded
on April 16, 2003 as Instrument No. 03-42232 (the "Site and Facility Lease") and a Property
Lease dated as of April 1, 2003 and recorded on April 16, 2003 as Instrument No. 03-42233;
and
WHEREAS, pursuant to and in accordance with Section 12.01(c) of the Property Lease,
Substantial Completion (as defined in the Property Lease) has occurred, and the City and the
Authority now desire to replace the Leased Property (as defined in the Property Lease) with a
Substitute Leased Property (as defined in the Property Lease), and such substitution requires
the execution and delivery of a First Amendment to Site and Facility Lease (the "First
Amendment to Site and Facility Lease") and a First Amendment to Property Lease (the "First
Amendment to Property Lease"), each by and between the Authority and the City; and
WHEREAS, the City has duly considered such transactions and wishes at this time to
approve certain matters relating to said transactions in the public interest of the City;
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of San Rafael,
as follows:
1. This City Council hereby finds and declares that the above recitals are true and
correct.
2. The First Amendment to Site and Facility Lease and the First Amendment to
Property Lease, in the form on file with the Secretary of the Authority (the "First Supplemental
Trust Agreement"), is hereby approved. The City Manager and the Finance Director of the City
(each, a "Designated Officer") are each hereby authorized and directed, for and in the name
and on behalf of the City, to execute and deliver the First Amendment to Site and Facility Lease
and the First Amendment to Property Lease, and the Secretary of the City is hereby authorized
and directed, for and in the name and on behalf of the City, to attest the First Amendment to
Site and Facility Lease and the First Amendment to Property Lease in said form, together with
such additions thereto or changes therein as are recommended or approved by the Designated
Officer executing the First Amendment to Site and Facility Lease and the First Amendment to
Property Lease upon consultation with the City Attorney, the approval of such additions or
changes to be conclusively evidenced by the execution and delivery of the First Amendment to
Site and Facility Lease and the First Amendment to Property Lease by the City.
3. All actions heretofore taken by the officers and agents of the City with respect to
the execution and delivery of the First Amendment to Site and Facility Lease and the First
Amendment to Property Lease are hereby approved, confirmed and ratified, and the proper
officers of the City, including the Designated Officers, are hereby authorized and directed, upon
consultation with the City Attorney, for and in the name and on behalf of the City, to do any and
all things and take any and all actions and execute any and all certificates, agreements and
other documents, which they, or any of them, may deem necessary or advisable in order to
consummate the transactions contemplated by this Resolution, including but not limited to those
certificates, agreements and other documents which the City Attorney deems necessary.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the
foregoing resolution was duly and regularly introduced and adopted at a regular meeting of the
Council of the City of San Rafael held on the 19th day of September, 2005, by the following
vote, to wit:
AYES: COUNCILMEMBERS: Heller, Miller, Phillips and Mayor Boro
NOES: COUNCILMEMBERS: None
ABSENT: COUNCILMEMBERS: Cohen
� •O
JEAN E-' . LEONCINI, City Clerk
-2-
Recording Requested By And
When Recorded Mail To:
Jones Hall, A Professional Law Corporation
650 California Street, 18th Floor
San Francisco, California 95108
Attention: Stephen G. Melikian, Esq.
(Note: Certified copy of Resolution No. 11834 adopted by the City Council 9/19/05 and
Certified copy of Resolution No. FA05-1 adopted by the San Rafael Joint Powers
Financing Authority 9/19/05 attached)
FIRST AMENDMENT TO SITE AND FACILITY LEASE
By and between the
CITY OF SAN RAFAEL,
as Lessor
and the
SAN RAFAEL JOINT POWERS FINANCING AUTHORITY,
As Lessee
Dated as of September 1, 2005
FIRST AMENDMENT TO SITE AND FACILITY LEASE
This First Amendment to Site and Facility Lease (the "First Amendment"), dated as of
September 1, 2005, is by and between the CITY OF SAN RAFAEL, a charter city and municipal
corporation duly organized and existing under and by virtue of the Constitution and laws of the
State of California (the "City"), as lessor, and the SAN RAFAEL JOINT POWERS FINANCING
AUTHORITY, a joint exercise of powers entity duly organized and existing under and by virtue
of the laws of the State of California (the "Authority"), as lessee;
W I T N ESSETH:
WHEREAS, the City and the Authority have heretofore entered into a Site and Facility
Lease dated as of April 1, 2003 and recorded on April 16, 2003, as -instrument No. 03-42232
(the "Site Lease"), in connection with the Authority's issuance of its Lease Revenue Bonds,
Series 2003 (Public Parking Project) (the "Bonds");
WHEREAS, the Bonds were issued pursuant to a Trust Agreement, dated as of April 1,
2003 (the "Trust Agreement"), by and between the Authority and Union Bank of California, N.A.,
as trustee (th4 "Trustee");
WHEREAS, in connection with the issuance of the Bonds, the City and the Authority also
executed a Property Lease dated as of April 1, 2003 (the "Property Lease"); and
WHEREAS, pursuant to and in accordance with Section 12.01(c) of the Property Lease,
Substantial Completion (as defined in the Property Lease) has occurred, and the City and the
Authority now desire to replace the Leased Property (as defined in the Property Lease) with a
Substitute Leased Property (as defined in the Property Lease), and such substitution requires
the execution and delivery of this First Amendment and an amendment to the Property Lease;
NOW, THEREFORE, in consideration of the mutual agreements and covenants herein
contained and for other valuable consideration, the City and the Authority do hereby agree as
follows:
Section 1. Amendment. The real property set forth in Exhibit A attached hereto shall
replace Exhibit A to the Site Lease, and references to the Site and to the Facility set forth in the
Site Lease shall be hereafter be deemed to be references to the real property described in
Exhibit A hereto and the improvements thereon.
Section 2. Authoritv. This First Amendment is being executed pursuant to and in
accordance with Section 3.06(a) of the Site and Facility Lease.
Section 3. Effectiveness. Other than as heretofore amended and as amended hereby,
the Site and Facility Lease shall remain in full force and effect. This First Amendment shall
become effective upon the recordation hereof in the Official Records of the Marin County
Recorder inasmuch as the requirements set forth in Section 12.01(c) of the Property Lease
have been met.
IN WITNESS WHEREOF, the City and the Authority have caused this First Amendment
to Site and Facility Lease to be executed by their respective officers thereunto duly authorized,
all as of the date and year first above written.
CITY OF SAN RAFAEL, as lessor
By:
City Manager
Attest:
By: ?4-4--A, .
Jeanne Leoncini
City Clerk
SAN RAFAEL JOINT POWERS
FINANCING AUTHORITY, as lessee
By:
�Treasurer and Controll
Attest:
By: df- Jea' , ee,
eannLeoncini
Secretary
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of
Marin ss.
On September 26, 2005 beforeme, Esther Colette Beirne, Notary Public
Date Name and Title of Officer (e.g.. "Jane Doe, Notary Public")
personally appeared Rod Gould
Name(s) of Signer(s)
I personally known to me
❑ proved to me on the basis of satisfactory
evidence
ESTHER COLETTE BEIRNE
_Commission # 1423444
@my
Notary Public - California
Marin County
Comm. Expires Jun 10, 2007
to be the person(&) whose name(* is/ate
subscribed to the within instrument and
acknowledged to me that he/she*tey executed
the same in his/ba4#ieir authorized
capacity4es), and that by his/h@444-feir
signature*on the instrument the person(a), or
the entity upon behalf of which the person(&}
acted, executed the instrument.
WITNESS my hand and official seal.
x� f� C,,&e f, A-0,,ec,"
Signature of Notary Public
OPTIONAL
Though the information below is not required bylaw, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: __ First Amendment to Site and Faci 1 i ty Lease
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: Rod Gould
— Individual
!! i Corporate Officer — Title(s):
❑ Partner — ❑ Limited General
L Attorney -in -Fact
Trustee
Guardian or Conservator
Other:
Signer Is Representing: City of San Rafael
Number of Pages:
Top of thumb here
0 1999 National Notary Association • 93513 Oe Soto Ave., P.O Box 2402 • Chatsworth, CA 91313.2402 •www nationalnotary.org Prod. No 5907 Reorder; Call Toll -Free 1-800-B76.6827
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
ss.
County of Marin
onSeotember 27. 2005 beforeme, Esther Colette Beirne, Notary Public
Date Name and Title of Officer (e.g., "Jane Doe, Notary Public")
personally appeared Ken Nordhoff
ESTHER COLETTE BEIRNE
Commisslon # 1423444
0myComm.ExpiresJun'10
Notary Public - Call(omla
Madn County
[, 20071
Name(s) of Signer(s)
(personally known to me
❑ proved to me on the basis of satisfactory
evidence
to be the person(.&) whose names} is/afe
subscribed to the within instrument and
acknowledged to me that he/sbaAhay executed
the same in his/lasiaaeir authorized
capacity(!&&), and that by his/lie0their
signature(e) on the instrument the person(•&), or
the entity upon behalf of which the person(}
acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: First Amendment t0 Site and Facility Lease
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: Ken Nordhoff
Number of Pages:
i' ❑ Individual Top of thumb here +�
❑ Corporate Officer— Title(s):
fr ❑ Partner — ❑ Limited ❑ General !;?
❑ Attorney -in -Fact si
Irl :-
❑ Trustee
❑ Guardian or Conservator
�r.
Y ❑ Other:
Signer Is Representing: City of San Rafael
0 1999 National Notary Assoc ation • 9350 0e Solo Ave , P.O. Boz 2402 • Chatsworth, CA 9 1313-24 02 • www national notary org Prod. No, 5907 Reorder. Call Tolt-Free 1-800.876.6827
Recording Requested By And
When Recorded Mail To:
Jones Hall, A Professional Law Corporation
650 California Street, 18th Floor
San Francisco, California 95108
Attention: Stephen G. Melikian, Esq.
(Note: Certified copy of Resolution No. 11834 adopted by the City Council 9/19/05 and
Certified copy of Resolution No. FA05-1 adopted by the San Rafael Joint Powers
Financing Authority 9/19/05 attached)
FIRST AMENDMENT TO PROPERTY LEASE
by and between the
SAN RAFAEL JOINT POWERS FINANCING AUTHORITY,
as Lessor
and the
CITY OF SAN RAFAEL,
as Lessee
Dated as of September 1, 2005
R
FIRST AMENDMENT TO PROPERTY LEASE
This First Amendment to Property Lease (the "First Amendment"), dated as of
September 1, 2005, is by and between the SAN RAFAEL JOINT POWERS FINANCING
AUTHORITY, a joint exercise of powers entity duly organized and existing under and by virtue
of the laws of the State of California (the "Authority"), as lessor, and the CITY OF SAN RAFAEL,
a charter city and municipal corporation duly organized and existing under and by virtue of the
Constitution and laws of the State of California (the "City"), as lessee;
WITNESSETH:
WHEREAS, the Authority and the City have heretofore entered into a Property Lease
dated as of April 1, 2003 and recorded on April 16, 2003 as Instrument No. 03-42232 (the
"Property Lease"), in connection with the Authority's issuance of its Lease Revenue Bonds,
Series 2003 (Public Parking Project) (the "Bonds");
WHEREAS, the Bonds were issued pursuant to a Trust Agreement, dated as of April 1,
2003 (the "Trust Agreement"), by and between the Authority and Union Bank of California, N.A.,
as trustee (the "Trustee");
WHEREAS, in connection with the issuance of the Bonds, the City and the Authority also
executed a Site and Facility Lease dated as of April 1, 2003 (the "Property Lease"); and
WHEREAS, pursuant to and in accordance with Section 12.01(c) of the Property Lease,
Substantial Completion (as defined in the Property Lease) has occurred, and the City and the
Authority now desire to replace the Leased Property (as defined in the Property Lease) with a
Substitute Leased Property (as defined in the Property Lease), and such substitution requires
the execution and delivery of this First Amendment and an amendment to the Property Lease;
NOW, THEREFORE, in consideration of the mutual agreements and covenants herein
contained and for other valuable consideration, the City and the Authority do hereby agree as
follows:
Section 1. Amendment. The real property set forth in Exhibit A attached hereto shall
replace Exhibit A to the Site Lease, and references to the Site and to the Facility set forth in the
Site Lease shall be hereafter be deemed to be references to the real property described in
Exhibit A hereto and the improvements thereon.
Section 2. Authoritv. This First Amendment is being executed pursuant to and in
accordance with Sections 12.01(a) of the Property Lease.
Section 3. Effectiveness. Other than as amended hereby, the Property Lease shall
remain in full force and effect. This First Amendment shall become effective upon the
recordation hereof in the Official Records of the Marin County Recorder inasmuch as the
requirements set forth in Section 12.01(c) of the Property Lease have been met.
B-2-1
IN WITNESS WHEREOF, the Authority and the City have caused this First Amendment
to Property Lease to be executed by their respective officers thereunto duly authorized, all as of
the date and year first above written.
SAN RAFAEL JOINT POWERS
FINANCING AUTHORITY, as lessee
r
'-,.Treasurer and Con'tr i er
Attest:
Jeanne Leoncini
Secretary
CITY OF SAN RAFAEL, as lessee
By:
City Manager
Attest:
By:
G Deanne Lecncini
City Clerk
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of Marin
on September 26, 2005
Date
personally appeared Rod Gould
before me, Esther Colette Beirne. Notary Public
Name and Title of officer (a g ,'Jane Doe. Notary Public")
ESTHER COLEt B'EIRNE
Commission # 1423444
@ Notary Public - Califon
Marin County
My Comm. Expires Jun 10, 2007
1 1 1 1 . I I
Name(s) of Signer(s)
X3 personally known to me
El proved to me on the basis of satisfactory
evidence
to be the person(&) whose nameH is/a4:e
subscribed to the within instrument and
acknowledged to me that he/sheMtey executed
the same in his/he4#+e4f authorized
capacity(4e&), and that by his/ho444eir
signature*on the instrument the person(&) -,or
the entity upon behalf of which the person( -,,q
acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Pub is
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: First Amendment to Property Lease
Document Date: Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: Rod Gould
cun:�rulad:uulou -}
0 Individual
Tap of thumb here
0 Corporate Officer — Title(s):
11 Partner Limited General
— Attorney -in -Fact
ED Trustee
E Guardian or Conservator
Other:
Signer Is Representing: City of San Rafael
0 1999 National Notary Association - 9350 De Solo Ave PC Box 2402 -Chatsworth. CA 91313 2402 - www nationalnotary org
Prod. No. 5907 Reorder: Call Toll -Free 1-800-876-6827
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California
County of
Marin ss.
on September 27, 2005 beforeme,Esther Colette Beirne, Notary Public
Date Name and Title of Officer (e g "Jane Doe, Notary Pub "
personally appeared Ken Nordhoff
Name(s) of Signer(s)
T, personally known to me
❑ proved to me on the basis of satisfactory
evidence
ESTHER COLETTE BEIRNE
Commission # 1423444
Z . -� Notary Public - California
' Marin County
My Comm. Expires Jun 10, 2007
to be the person(e) whose name(c4 is/arm
subscribed to the within instrument and
acknowledged to me that he/sbeLthay executed
the same in his/hasAhe+r authorized
capacity(4es), and that by his/ha4ti;eir
signature() on the instrument the person(@), or
the entity upon behalf of which the person( -s}
acted, executed the instrument.
WITNESS my hand and official seal.
Signature of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document.
Description of Attached Document
Title or Type of Document: First Amendment to Property Lease _ -
Document Date:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer
Signer's Name: lien Nnrrihnff
❑ Individual
❑ Corporate Officer — Title(s):
❑ Partner —? I Limited ❑ General
❑ Attorney -in -Fact
❑ Trustee
Number of Pages:
Top of thumb here
❑ Guardian Conservator
or
R .
® Other:
vi
Signer Is Representing: City
of San_ Rafael
i
I
0 1999 National
Notary Association • 9350 De Soto Ave , P.O Box
2402 • Chatsworth, CA 913134402 • www.nationarctary org
Prod No. 5907 Reorder: Cal Toll -Free 1.600-B76-6927
RESOLUTION NO. FA 05-1
RESOLUTION OF THE SAN RAFAEL JOINT POWERS FINANCING
AUTHORITY AUTHORIZING THE EXECUTION OF A FIRST AMENDMENT TO
SITE AND FACILITY LEASE AND FIRST AMENDMENT TO PROPERTY
LEASE IN CONNECTION WITH THE AUTHORITY'S LEASE REVENUE
BONDS, SERIES 2003 (PUBLIC PARKING PROJECT) AND DIRECTING
CERTAIN RELATED ACTIONS IN CONNECTION THEREWITH
WHEREAS, the San Rafael Joint Powers Financing Authority (the "Authority") has
heretofore issued, sold and delivered its Lease Revenue Bonds, Series 2003 (Public Parking
Project) (the "Bonds") in the aggregate principal amount of $7,605,000 pursuant to a Trust
Agreement dated as of April 1, 2003 (the "Trust Agreement") between the Authority and Union
Bank of California, N.A. (the "Trustee") to obtain money, in part, to finance certain capital
projects of the City of San Rafael (the "City); and
WHEREAS, in connection with the issuance of the Bonds, the Authority and the City
have heretofore entered into a Site and Facility Lease dated as of April 1, 2003 and recorded
on April 16, 2003 as Instrument No. 03-42232 (the "Site and Facility Lease") and a Property
Lease dated as of April 1, 2003 and recorded on April 16, 2003 as Instrument No. 03-42233;
and
WHEREAS, pursuant to and in accordance with Section 12.01(c) of the Property Lease,
Substantial Completion (as defined in the Property Lease) has occurred, and the City and the
Authority now desire to replace the Leased Property (as defined in the Property Lease) with a
Substitute Leased Property (as defined in the Property Lease), and such substitution requires
the execution and delivery of a First Amendment to Site and Facility Lease (the "First
Amendment to Site and Facility Lease") and a First Amendment to Property Lease (the "First
Amendment to Property Lease"), each by and between the Authority and the City; and
WHEREAS, the Authority has duly considered such transactions and wishes at this time
to approve certain matters relating to said transactions in the public interest of the Authority;
NOW, THEREFORE, BE IT RESOLVED, by the Governing Board of the San Rafael
Joint Powers Financing Authority, as follows:
1. The Authority hereby finds and declares that the above recitals are true and
correct.
2. The First Amendment to Site and Facility Lease and the First Amendment to
Property Lease, in the form on file with the Secretary of the Authority (the "First Supplemental
Trust Agreement"), is hereby approved. The Executive Director and the Treasurer and
Controller of the Authority (each, a "Designated Officer") are each hereby authorized and
directed, for and in the name and on behalf of the Authority, to execute and deliver the First
Amendment to Site and Facility Lease and the First Amendment to Property Lease, and the
Secretary of the Authority is hereby authorized and directed, for and in the name and on behalf
of the Authority, to attest the First Amendment to Site and Facility Lease and the First
Amendment to Property Lease in said form, together with such additions thereto or changes
therein as are recommended or approved by the Designated Officer executing the First
O ��
Amendment to Site and Facility Lease and the First Amendment to Property Lease upon
consultation with Counsel to the Authority, the approval of such additions or changes to be
conclusively evidenced by the execution and delivery of the First Amendment to Site and
Facility Lease and the First Amendment to Property Lease by the Authority.
3. All actions heretofore taken by the officers and agents of the Authority with
respect to the execution and delivery of the First Amendment to Site and Facility Lease and the
First Amendment to Property Lease are hereby approved, confirmed and ratified, and the
proper officers of the Authority, including the Designated Officers, are hereby authorized and
directed, upon consultation with Counsel to the Authority, for and in the name and on behalf of
the Authority, to do any and all things and take any and all actions and execute any and all
certificates, agreements and other documents, which they, or any of them, may deem
necessary or advisable in order to consummate the transactions contemplated by this
Resolution, including but not limited to those certificates, agreements and other documents
which Counsel to the Authority deems necessary.
I, JEANNE M. LEONCINI, Secretary of the San Rafael Joint Powers Financing Authority,
hereby certify that the foregoing resolution was duly and regularly introduced and adopted at a
special meeting of the San Rafael Joint Powers Financing Authority held on the 19th day of
September, 2005, by the following vote, to wit:
AYES: BOARD MEMBERS: Rel l er, Miller, Phillips and Chair Boro
NOES: BOARD MEMBERS: None
ABSENT: BOARD MEMBERS: Cohen
-2-
JEA E M. LEONC
t NCINI, Secretary