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HomeMy WebLinkAboutReso 2013-148RESOLUTIO\' NO. 2013-148 RESOLUTION OF THE CITY COUNCIL OF THE CIT1' OF CHULA VISTA MAKT\'G REQUIRED FINDINGS AND AUTHORIZING THE EXECUTION .AND DELIVERY OF DOCUMENTS RELATING TO THE FINANCING OF SOLAR Il`9PROVEMENTS AT CITY BUILDINGS. AND AUTHORIZING AND DIRECTING CERTAIN ACTIONS IN' CONNECTION THERE\\'ITH \\"IIEREAS; the City of Chula Vista (the "Gild`) is a municipal corporation and a chartered cit}~ duly organized and existin_ under and pursuant to the Constitution and lays of the State of California (the "State")_ and \b%HEREAS, the City desires to take certain actions described herein to finance the acquisition. construction and installation of solar photos°oltaic arrays at various City buildines as described in Exhibit A hereto (the "Project"); and \\'HEREAS. the Project ~i~ill provide a public benefit by reducing City utility costs and improving air qualit} in the region; and WHEREAS. the City wishes [o implement [he financing program for the Project with the assistance of the Chula Vista Dunicipal Financing Authority (the "Authority') through a lease/leaseback transaction as described below: and \\%HEREAS. in order to facilitate the financing of the Project. the Authorih~ and the City ~yill enter into a Site Lease (the "Site Lease") pursuant to which the City will lease to the Authorih the real property and improvements comprising the City`s Loma Verde Recreation and Aquatics Center (the "Leased Property') and a Lease Agreement (the "Lease`). pursuant to which the Authority will lease the Leased Property back to the Cite; and WHEREAS, pursuant to the Lease. the City will pay Lease Payments (as defined in the Lease) to the Authority; and \\'HEREAS. in order to provide the funds for the Project. the Authority will assign its right. title and interest in the Lease and the Site Lease (except for certain resen ed rights) to Banc of America Public Capital Corp and its successors and assigns (the "Assignee") under the terms of an Assignment Agreement b_v and between the Authority and the Assignee (the "Assignment Agreement'); and WZIEREAS, as a condition of i[s participation in the financing the Assignee is requiring that the City; the Assignee and Deutsche Banl: Trust Company Americas (the "Agent") enter into a Project Fund Agreement setting forth the conditions for the release of funds to the Cit_v to acquire, construct and install the Project (the "Project Fund Agreement'): and \\'"I-IEREAS, there is now on file with the City Clerk copies of the Site Lease, the Lease. the Assignment Agreement and the Project Fund Agreement: and Resolution No. 2013-148 Paee No. 2 WHEREAS. the Cih has held a public hearing on the date hereof pursuant to Government Code Section 65865 following publication of notice not less than five days prior to the hearing, concerning the financing of the Project and has determined that the financing oP the Project with the assistance of the Authority will result in significant public benefts; and VdHEREAS; all acts, conditions and things required by the Constitution and laws of the State to exist, to have happened and to have been performed precedent to and in connection with the consummation of the financing authorized hereby do exist, have happened and have been performed in regular and due time; form and manner as required by law, and the City is now duly authorized and empowered, pursuant to each and every requirement of law. to consummate such financing for the purpose. in the manner and upon the terms herein provided. NOW, THEREFORE, the City Council of the City of Chula Vista does hereby resoh~e as follows: SECTION 1. Findings. The City Council hereby specif9cally finds and declares that each of the statements, findings and determinations of the City in the recitals set forth above and in the preambles of the documents approved herein are true and correct and that the implementation of the financing program for the Project will result in significant public benefits for the residents of the City of the type described in Government Code Section 6586 (a) and (d). SECTION 2. Lease/Purchase Agreement. The form of the Lease, between the City and the Authority. presented to this meeting and on file with the City Clerk (the "Clerk"); is hereby approved. Each of the Mayor of the City (the "Mayor'), the City Manager of the City (the "City Manager") and the Director of Finance of the City (the "Director oP Finance') or their designees (collectively, the "Authorized Officers"); acting alone, is hereby authorized and directed, for and in the name and on behalf of the City; to execute and deliver to the Authority the Lease in substantially said form; with such changes therein as the Authorized Officer or Officers executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more of the Authorized Officers: provided, however, that the amount of the principal component of the lease payments shall not exceed $2;121;500; the scheduled interest components shall accrue at a rate not to exceed 3.95% per annum and the final scheduled lease payment shall not be more than 18 years from the commencement of the Lease (subject to extension as provided in the Lease). SECTION 3. Site Lease. The form of the Site Lease; between the Authority and the City, presented to this meeting and on file with the Clerk, is hereby approved. Each oP the Authorized Officers; acting alone; is hereby authorized and directed. for and in the name and on behalf of the City; to execute and deliver to the Authority a Site Lease in substantially said form. with such changes therein as the Authorized Officer or Officers executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more of such Authorized Officers. Resolution No. 2013-1Y8 Page No. 3 SECTION 4. Proiect Fund Agreement. The form of the Project Fund Aereement; among the City, the Authority and the Agent, presented to this meeting and on file with the Clerk, is hereby approved. Each of the Authorized Officers; acting alone; is hereby authorized and directed. for and in the name and on behalf of the City, to execute and deliver the Project Fund Aereement in substantially said form. with such chances therein as the Authorized Officer or Officers executing the same may require or approve, such approval to be conclusively evidenced by the execution and delivery thereof by one or more of the Authorized Officers. SECTION ~. Assignment Aereement. The Assignment Aereement between the Assignee and the Authority on file with the Clerk is hereby approved for execution and delivery b_v the Authority in substantially the form on file with the Clerk. This Resolution shall constitute a consent of the City pursuant to Government Code Sections ~9~ 1 and ~9~2 for any transfer of interests in the Lease made in accordance with the Assienment Agreement and the Lease. SECTION 6. Attestations. The Clerk and such person or persons as ma_v have been designated b_y the Clerk to act on her behalf. are hereby authorized and directed to attest the signature of the Authorized Officers designated herein to execute any documents described herein; and to affix and attest the seal of the City, as may be required or appropriate in connection with the execution and delivery of the Site Lease; the Lease and the Project Fund Agreement. SECTION 7. Other Actions. The Authorized Officers are each hereby authorized and directed; jointly and severally, to do any and all things and to execute and deliver any and all documents which each may deem necessary or advisable (including an agreement to retain the sen~ices of Stradling Yocca Carlson & Rauth. a Professional Corporation to assist the City with the financing and the payment of costs of issuance approved by the Director of Finance or her designee) in order to consummate the financing of the Project and otherwise to carry out, give effect to and comply with the terms and intent of this Resolution; the Site Lease, the Lease; the Project Fund Agreement and the Assignment Agreement. Such actions heretofore taken by such officers or designees are hereby ratified, confirmed and approved. In the event that it is determined by the Director of Finance. or her designee. that there are limitations or restrictions on the ability of the City to lease any portion of the Leased Propem as contemplated by the Site Lease and the Lease: the Director of Finance, or her designee, may designate other real propem of the City to be leased pursuant to the Site Lease and the Lease; with such designation to be conclusiveh evidenced by the execution and deliver of the Site Lease and the Lease b~~ one or more of the Authorized Officers. SECTION 8. Effect. This Resolution shall take effect immediately upon its passage. Presented by D!~ A9aria Kachadoorian Director of Finance Approved as to form by Glen R. oogins Cit~Atidmey Resolution No. 2013-148 Page No. 4 PASSED. APPROVED. and ADOPTED by the City Council of the City of Chula Vista. California, this 23rd day oCJuly 2013 by the folloN~ing vote: AYES: Councilmembers: Aguilar, Bensoussan, Salas and Cox NAYS: Councilmembers: None ABSENT: Councilmembers: Ramirez Y Cheryl Cox ayo ATTEST: Donna R. orris, C, City Clerk STATE OF CALIFORNIA COUNTY OF SAN DIEGO CITY OF CHULA VISTA I, Donna R. Norris, City Clerk of Chula Vista, California, do hereby certify that the foregoing Resolution No. 2013-148 ~~~as duly passed, approved, and adopted by the City Council at a regular meeting of the Chula Vista City Council held on the 23rd day of July 20] 3. Executed this 23rd day of,luly 2013. K~I ~ ~( J Donna R. orris, C, City Clerk Resolution No. 2013-148 Pase No. ~ E7iHIB[T A Protect Description The Cite of Chula Vista's "A9unicipal Solar Photovoltaic-Phase B" project ~i°ould install approximateh~ 568 kW DC of solar photovoltaic arrays at three sites: Civic Center (Building 100); Loma Verde Recreation Center; and Public A'orks. The arrays would be roof-mounted onto existing building structures and are expected to generate over 869,000 kWh every year (equivalent to the annual energy use of over 140 homes). Installation of the solar arrays is scheduled to begin in late September and be completed by Februan 2014.