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R-7108 ~ , .. J e . - CA:RMM:lmd085 city Council Meeting 10-22-85 Santa Monica, California RESOLUTION NUMBE~ 7108(CCS) (City council Series) RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA APPROVING PRELIMINARY OFFICIAL STATEMENT AND CERTIFICATE PURCHASE AGREEMENT, AND AUTHORIZING AND DIRECTING CERTAIN ACTION WITH RESPECT THERETO NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN'IA MONICA RESOLVES AS FOLLOWS: SECTION L The certificate purchase Agreement, by and among paine Webber Incorporated (the "Underwriter") , Bank of America National Trust and Savings Association as Trustee, and the City, relating to the purchase and sale of certificates of Participation to finance certain improvements at the Santa Monica Municipal Airport (the "Purchase Agreement'f) , substantially in the form presented at this meeting, is hereby approved. The city Manager and the city Clerk are authorized and directed to complete and execute the Purchase Agreement on behalf of the city, subject to the following: (a) The aggregate principal amount of Certificates set forth in Paragraph 1 of the Purchase Agreement shall be the - 1 - i - . . - amount set forth in Section 601 of the Trust Agreement relating to Airport Facilities, dated as of October 1, 1985, by and among the City, the above named Trustee and security Pacific National Bank, and shall be not less than $3,980,000. (b) The purchase price of the Certificates set forth in Paragraph 1 of the Purchase Agreement shall be not less than 96-1/2% of the aggregate par value of the Certificates. The Purchase Agreement may be modified, prior to its execution and delivery, by the City Manager with the advice of the city Attorney, provided that such modification is consistent with the essential terms thereof and with the limitations set forth above. The City Manager's approval of such modifications shall be conclusively established by his execution of the Purchase Agreement. SECTION 2. The Mayor, City Manager, City clerk, and other officials of the City are hereby authorized and directed to execute such other agreements, documents, and certificates as may be required by the Purchase Agreement or otherwise necessary to effect its purpose. SECTION 3. The Prelminary Official statement, dated as of October 22, 1985, relating to the certificates of participation, substantially in the form presented at this meeting, is hereby approved for use by the Underwriter in the offering and sale to the public of the Certificates. - 2 - . , . . SECTION 4. The City Manager is authorized to approve corrections and additions to the Prelminary Official statement by supplement or amendment thereto, 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 such Certificates or to the proceedings of the city, or that such corrections or additions relate to form rather than substance. SECTION 5. The city Manager is authorized and directed to cause the preliminary Official Statement to be modified into the form of a Final Official statement and to execute said Final Official statement, dated as of the date of the city's execution of the Purchase Agreement. SECTION 6. 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: ~\-.~ ROBERT M. MYERS City Attorney - 3 - . . . . Adopted and approved this 22nd day of October, 1985. ~~. $~~ / Mayor I hereby certify that the foregoing Resolution No. 7108(CCS) was duly adopted by the Clty Council of the Clty of Santa Monica at a meeting thereof held on October 22, 1985 by the followlng Councll vote: Ayes: Councl1members: Conn, Epstein, Jennings, A. Katz, H. Katz, lane and Reed Noes: Councilmembers: None Abstain: Councilmembers: None Absent: Councilmembers: None ./' - ATTEST: "."",: ~ - ~c;;}~ - - 'City Cle&~- - ,.- -~ - , ~--- - . - ~