R-243
RESOLUTION NO.
243
(PAS)
(PARKING AUTHORITY)
RESOLUTION OF THE BOARD OF DIRECTORS OF THE PARKING
AUTHORITY OF THE CITY OF SANTA MONICA AUTHORIZING THE
EXECUTION AND DELIVERY BY THE AUTHORITY OF A
PROMISSORY NOTE ASSIGNMENT AND AUTHORIZING THE
EXECUTION OF NECESSARY DOCUMENTS AND CERTIFICATES
AND RELATED ACTIONS
WHEREAS, the City of Santa Monica (the "City") desires to finance the design,
construction, installation, reimbursement and/or acquisition of certain capital improvements
constituting a public parking garage and related improvements (the "Project");
WHEREAS, in order to finance the Project, the City desires to lease certain real property
on which the Project is to be constructed (the "Site") to the Santa Monica Public Financing
Authority (the "Authority") pursuant to a Ground Lease (the "Ground Lease") and to sublease
the Site and the Project back from the Authority pursuant to a Lease Agreement (the "Lease
Agreement") ;
WHEREAS, the City and the Authority have determined that it would be in the best
interests of the City and the Authority to provide funds necessary to finance the Project through
the issuance by the Authority of its Santa Monica Public Financing Authority Lease Revenue
Bonds, Series 2004 (Civic Center Parking Project) (the "Bonds");
WHEREAS, the Bonds will be payable from the base rental payments (the "Base Rental
Payments") to be made by the City under the Lease Agreement;
WHEREAS, in consideration of the City providing new parking facilities for the City,
the Parking Authority of the City of Santa Monica (the "Parking Authority") desires to assign
payments to be made by the Redevelopment Agency of the City of Santa Monica (the "Agency")
to the Parking Authority under a certain Promissory Note A ("Note A") to the City to assist the
City in making the Base Rental Payments;
WHEREAS, the Parking Authority desires to assign the payments it receives under
Note A to the City pursuant to a Promissory Note Assignment (the "Promissory Note
Assignment") by and between the Parking Authority and the City;
WHEREAS, a form of the Promissory Note Assignment has been prepared;
WHEREAS, the Board has been presented with the form of each document referred to
herein relating to the transactions contemplated hereby, and the Board has examined and
approved each document and desires to authorize and direct the execution of such documents and
the consummation of such transactions;
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WHEREAS, all acts, conditions and things required by the laws of the State of
California to exist, to have happened and to have been performed precedent to and in connection
with the consummation of such transactions authorized hereby do exist, have happened and have
been performed in regular and due time, fonn and manner as required by law, and the Parking
Authority is now duly authorized and empowered, pursuant to each and every requirement of
law, to consummate such transactions for the purpose, in the manner and upon the terms herein
provided;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE PARKING AUTHORITY OF THE CITY OF SANTA MONICA, as follows:
Section 1. All of the recitals herein contained are true and correct and the Board so finds.
Section 2. The form of the Promissory Note Assignment, on file with the Authority
Clerk, is hereby approved, and the Chairperson, or such other member of the Board as the
Chairperson may designate, the Executive Secretary of the Parking Authority and the Treasurer
of the Parking Authority (the "Authorized Officers"), are each hereby authorized and directed,
for and in the name and on behalf of the Parking Authority, to execute and deliver the
Promissory Note Assignment in substantially said form, with such changes, insertions and
omissions therein as the Authorized Officer executing the same may require or approve, such
approval to be conclusively evidenced by the execution and delivery thereof.
Section 3. The officers, employees and agents of the Parking Authority are hereby
authorized and directed, jointly and severally, to do any and all things which they may deem
necessary or advisable in order to consummate the transactions herein authorized and otherwise
to carry out, give effect to and comply with the terms and intent of this Resolution.
Section 4. All actions heretofore taken by the officers, employees and agents of the
Parking Authority with respect to the transactions set forth above are hereby approved,
confirmed and ratified.
Section 5. The Authority Clerk shall certify to the adoption of this Resolution and
thenceforth and thereafter the same shall be in full force and effect.
APPROVED AS TO FORM:
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Adopted and approved this 14th day of September, 2004.
{L~
Richard Bloom, Chair
I hereby certify that the foregoing Resolution No. 243 (PAS) was duly adopted at
a joint meeting of the Santa Monica City Council and the Parking Authority held on the
14th day of September, 2004, by the following vote:
Ayes: Authority Members:
Chair Bloom, Chair Pro Tern McKeown,
Feinstein, Genser, Holbrook, O'Connor
Noes: Authority Members:
None
Abstain: Authority Members:
None
Absent: Authority Members:
Katz
ATTEST:
\L .,~. ~",....d
Maria M. Stewart, Author y Secretary
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