R-8898
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f:atty\muni\laws\mox\guaranty
city Council Meeting 5-9-95
Santa Monica, California
RESOLUTION NO. 8898 (CCS)
(CITY COUNCIL SERIES)
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SANTA MONICA AUTHORIZING THE EXECUTION AND
DELIVERY OF A GUARANTY AGREEMENT
AND OTHER MATTERS RELATED THERETO
WHEREAS, the city of Santa Monica (the "city") owns and
operates facilities for the collection of sewage, waste and storm
water, including drainage, and has certain rights in facilities for
the treatment and disposal of sewage and wastewater, including the
Hyperion Treatment Plant;
WHEREAS, in order to finance certain improvements to said
facilities, the City issued its Wastewater Enterprise Revenue Bonds
(Hyperion Project), 1993 Refunding series (the "Bonds"), in the
aggregate principal amount of $38,620,000;
WHEREAS I the Bonds were issued pursuant to an Indenture, dated
as of NOVember 1, 1991, by and between Bank of America National
Trust and Savings Association, as Trustee (the IITrustee") and the
City, as supplemented by a First Supplemental Indenture, dated as
of December 1, 1993, by and between the Trustee and the City (as so
supplemented, the "Indenture");
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WHEREAS, the Indenture provides that the City may, subj ect to
the requirements of the Indenture, substitute a Bond Reserve Fund
Policy (as defined in the Indenture) for amounts on deposit in the
1993 Series Reserve Account established under the Indenture in
order to satisfy all or a portion of the Required Reserve (as
defined in the Indenture) for the Bonds;
WHEREAS, the city has received from AMBAC Indemnity
Corporation ("AMBAC") a commitment (the "CommitmentU) to issue its
reserve surety bond (the "Surety") for the Bonds;
WHEREAS, the surety constitutes a Bond Reserve Fund Policy for
purposes of the Indenture;
WHEREAS, the Commitment provides that, as a condition to the
issuance of the Surety, the city must enter into a Guaranty
Agreement with AMBAC (such Guaranty Agreement, in the form
presented to this meeting , with such changes, insertions and
omissions as are made pursuant to this Resolution, being referred
to herein as the ("Guaranty Agreement");
WHEREAS, there have been prepared and submitted to this
meeting forms of:
(1) the Commitment; and
(2) the Guaranty Agreement.
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WHEREAS, the City desires to proceed to substitution of the
Surety for the amounts on deposit in the 1993 series Reserve
Account;
NOW, THEREFORE, BE IT RESOLVED by the city Counci 1 of the city
of Santa Monica as follows:
SECTION 1. The Guaranty Agreement, in substantially the form
submitted to this meeting and made a part hereof as though set
forth in full herein, be and the same is hereby approved. The
Mayor of the City, or such member of the City Council as the Mayor
may designate, the City Manager, the City Attorney, the Director of
Finance of the City and the City Clerk (collectively, the
"Authorized Officersfl) are, and each of them is, hereby authorized
and directed, for and in the name of the City, to execute and
deli ver the Guaranty Agreement in the form presented to this
meeting, with 5uch changes, insertions and omissions as the
Authorized Officer executing the same may require or approve, such
requirement or approval to be conclusively evidenced by the
execution of the Guaranty Agreement by such Authorized Officer.
SECTION 2. The Authorized Officers are, and each of them
hereby is, authorized and directed to execute and deliver any and
all documents and instruments and to do and cause to be done any
and all acts and things necessary or proper for carrying out the
substitution of the Surety and the transactions contemplated by the
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Guaranty Agreement, the Commitment and this Resolution.
SECTION 3. All actions heretofore taken by the Authorized
Officers with respect to the substitution of the surety, or in
connection with or related to any of the agreements or documents
referenced herein, are hereby approved, confirmed and ratified.
SECTION 4. The City 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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MOUTRIE
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Adopted and approved thts 9th of May, 1995
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Mayor
I hereby certIfy that the foregomg Resolution 8898 (CeS) was duly adopted at a meetmg
of the CIty CouncIl held on the 9th of May, 1995 by the followmg vote
Ayes
Councd members
Abdo, Holbrook, Rosenstem, Genser, QtConnor
Noes
Council members
None
Abstam
Council members
Greenberg, Ebner
Absent
CouncIl members
None
ATTEST
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CIty Clerk