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HomeMy WebLinkAboutReso 1965-3699 Form No. 342 RESOLUTION NO. 3699 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND STONE & YOUNGBERG, FINANCIAL CONSULTANTS, FOR THE COMPLETION OF A FINANCIAL FEASIBILITY STUDY IN REGARD TO THE PROPOSED PURCHASE OF BONITA VALLEY COUNTRY CLUB, THE APPROPRIATION OF FUNDS , AND AUTHORIZING THE MAYOR TO EXECUTE SAME The City Council of the City of Chula Vista does hereby resolve as follows : That that certain agreement between the City of Chula Vista, a municipal corporation, and STONE & YOUNGBERG, financial consultants , for the completion of a financial feasibility study in regard to the proposed purchase of the Bonita Valley Country Club, dated the 2 thday of April , 1965 , a copy of which is attached hereto and incorporated herein, the same as though fully set forth herein be, and the same is hereby approved. BE IT FURTHER RESOLVED that the Mayor of the City of Chula Vista be, and he is hereby authorized and directed to execute said agreement for and on behalf of said City. BE IT FURTHER RESOLVED that the sum of $2 ,500 . 00 be appropriated from the unappropriated surplus of the General Fund for the purpose hereinabove set forth. Presented by --------------'c'' //i CCC ‘//:-7 Fred Ross, Chief Administrative Officer Approved as to form by y)/' / y ._ ._-/,(2,e-%'- e..e" /k--/, ' 'George D.,-�`� indberg, City Attorpli -1- Form No, 30'O ADOPTED AND APPROVED by the CITY COUNCIL of the CITY OF CHULA VISTA, CALIFORNIA, thi..3 27th day of April , 19 65 , by the following vote, to wit: AYES : Councilmen McAllister, Anderson, McCorquodale, Sparling, McMains NAYS : Councilmen None ABSENT: Councilmen None `._ / yy ( Mayor of the City of Chula Vista ATTEST �__<._ r E c '. _ ,_Gf':f'_ City Clerk 7 by Deputy STATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) ss . CITY OF CHULA VISTA ) I , , City Clerk of the City of Chula Vista, California, DO HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of Resolution No. , and that the same has not been amended or repealed. DATED: City Clerk by Deputy CONTRACT EMPLOYING FINANCING CONSULTANT THIS AGREEMENT, made this27fhday of Aor i I , 1965, by and between the CITY OF CHULA VISTA, San Diego County, California, a City duly organized under the laws of the State of California (hereinafter called "City"), party of the first part, and STONE & YOUNGBERG, Russ Building, San Francisco 4, California, a partnership (hereinafter called "Consultant"), party of the second part: WITNESSETH: WHEREAS, City wishes to investigate the feasibility of acquiring and improving the existing golf course now serving the City, and, if found feasi- ble, to proceed with the necessary steps leading toward ultimate financing and acquisition of the course; and WHEREAS, City desires to develop a feasible, economical, and equit- able plan of procedure in carrying through to completion the financing and ac- quisition of the golf course; and WHEREAS, the preparation of such a plan and its execution require certain studies, analyses, and recommendations to be made by persons qual- ified by training and experience to do so; and WHEREAS, City, after due investigation and deliberation, has deter- mined that Consultant is qualified by training and experience to perform said services; NOW, THEREFORE, it is mutually agreed as follows, to wit: City hereby employs Consultant and Consultant hereby accepts such employment to perform the services, upon the terms, subject to the conditions, and in consideration of payments as hereinafter set forth: Services to be Performed by Consultant: Consultant shall perform in a diligent manner the following services: -1- X- 3697 1 . Assemble, review, and analyze all available financial, en- gineering, legal and economic data and information which may have a bearing on a program for financing the proposed ac- quisition of the golf course. 2. Based on the foregoing analysis, prepare and submit copies of a written report containing, in addition to other informa- tion, the following: (a) A general review and description of the proposed im- provement, its purpose and benefits, its estimated capital and annual maintenance and operation costs and other pertinent information based primarily on data and in- formation to be supplied by City, its engineers, and ar- chitects. (b) A detailed discussion as to possible methods of financ- ing the golf course, the advantages and disadvantages of each method, the general, legal and practical require- ments or restrictions applicable to each method, including specific references to such methods as general obligation bonds, revenue bonds, lease-option financing, joint powers authority, state or federal grants or loans, and donations wherever applicable to the proposed improvements. (c) A detailed discussion as to possible sources of reve- nues such as property taxes, utility revenues, service charges, rental income and proceeds from contract payments, and annual subventions or grants, if applicable, which might be used to amortize the indebtedness to be incurred for the capital costs of the program and to pay its annual maintenance and operation costs. (d) Recommendations as to a specific method of financing or alternates thereto, if applicable, including tentative debt amortization schedules, estimated interest rates, call and re- demption features (if any), application of revenues, and other pertinent details relating to the indebtedness to be incurred. (e) Illustrations and examples of the financial effects of the financing program on typical property owners, taxpayers, or beneficiaries of the improvement. 3. Discuss the contents of the foregoing report with City and make necessary revisions if required. 4. If lease-option financing is used for all or a part of the pro- gram, Consultant shall recommend: (a) The timing and procedures to be used in (1) forming the non-profit corporation, (2) obtaining the necessary In- ternal Revenue Service ruling as to tax exemption of the se- curities to be issued, (3) comply with the Securities and Ex- change Commission regulations if a public sale of securities -2- proves to be desirable, (4) sale of securities and deposit of proceeds with the Trustee, and (5) disbursement and ap- plication of funds. (b) Specific terms governing the issuance of the bonds of the non-profit corporation, including the amount of the issue, a debt retirement scheduPe, call and redemption fea- tures, denominations, application of bond proceeds and ren- tal agreements. In recommending the amount of bonds to be issued Consultant shall use its best efforts to keep inciden- ' tal costs, such as interest during construction, reserve funds, and other charges to minimum in order to avoid over-capital- ization. 5. If the issuance of bonds or other evidences of indebtedness to finance all or part of the costs of the proposed improvements is authorized at an election or otherwise or through the formation of an authority, Consultant shall: (a) Make recommendations as to exact terms and conditions under which bonds are to be issued and sold, including timing and method of sale, final amortization or repayment schedules, call and redemption features, sinking fund require- ments, application of revenues and other details, and cooperate with City's bond counsel in drafting the necessary resolution of issuance and notice of sale. (b) Upon approval by City of the final financing details and upon direction by City to do so, prepare the text and other material for an official statement or bond prospectus describing the improvement, the bonds, their security, and the economic and financial background of the City, which may be duplicated or printed and mailed at City's expense, together with copies of the official notice of sale to the prospective bond bidders, a comprehensive list of whom shall be supplied by Consultant. Consultant shall also contact national bond rating agencies and take such other steps as appear advisable to encourage strong competitive bidding for the bonds. 6. If lease-option financing is used for all or a part of the program, Consultant shall, as agents for the City, contact various fi- nancial institutions who might be interested in purchasing the bonds of the non-profit corporation in an effort to obtain the lowest possible interest rate, or, if a public sale of the non-profit corporation bonds proves to be legally and practically possible, Consultant shall pre- pare the text of a prospectus describing the bonds, their security, and the economic and financial background of the City, which may be duplicated and distributed to a comprehensive list of possible bidders. 7. During the entire course of employment hereunder Consultant shall be available at reasonable times for consultation and ad- vice relating to the financial aspects of the contemplated acquisition program. -3- Payment for Services: 8. For the services to be rendered hereunder City shall pay Con- sultant the following fees at the times and subject to the con- ditions specified: (a) The sum of $2,500 shall become due and payable upon submission of the report outlined in Paragraph 2 above. (b) If, within thirty days of receipt of the report outlined in Paragraph 2 above, City should advise Consultant that it does not desire to proceed with the services outlined in Paragraphs 4, 5, 6, and 7 hereof, the further sum of $2,500 shall become due and payable and shall constitute full pay- ment for the services rendered. (c) If the City advises Consultant that it desires to proceed with the services outlined in Paragraphs 4 and 6 above, City shall pay Consultant the sum equal to One and One- Quarter Per Cent (1-1/4%) of the amount of financing achieved by means of lease-option arrangements. (d) If the City advises Consultant that it desires to proceed with the services outlined in Paragraphs 5 (a) and (b), City shall pay Consultant the following percentage fees upon receipt of proceeds from the sale of securities: General Obligation Bonds Revenue Bonds 1% 1-1/2% Other Considerations: 9. City agrees that should it advise Consultant that it desires Con- sultant to perform the services outlined in Paragraphs 4, 5, 6, and 7 hereof, it will cause the obligations arising under the terms and conditions of this agreement to be transferred to any non-profit corporation, authority, or other legal entity which may be formed to achieve the actual financing of the proposed project. 10. Consultant is employed hereunder to render a professional serv- ice within the scope of its training and experience as a muni- cipal financing consultant and any payments made to it are compen- sation solely for such service and advice. Outside of its normal office overhead and traveling costs to and from its San Francisco, Los Angeles, and San Diego offices and City to perform the services contracted for, Consultant is not responsible for and shall not be held liable for any other expense or expenditure of any kind, includ- ing the following: (a) Any and all legal or engineering expense of any kind what- ever. -4- (b) Any and all expense in connection with hearings, pro- ceedings, and due issuance of bonds. (c) Any printing, advertising, publicity, etc. , of such ma- terial or data as City may wish to have prepared in con- nection with Consultant's report or services herein provided for, except those specifically included herein. 11. Nothing herein contained shall prevent Consultant from carry- ing on its usual business activities, including the performance of other additional services for City, should it so desire such ad- ditional services, nor from performing similar services for other cities, districts, or public entities. 12. City agrees that its officials and employees will be requested and directed to cooperate with and assist representatives of Consultant in every reasonable way to the end that Consultant may secure all information and data required to perform the services herein provided for. IN WITNESS WHEREOF, said City, party of the first part, has caused these presents to be executed by its duly authorized officials, and said STONE & YOUNGBERG, party of the second part, has caused these presents to be ex- ecuted by one of its partners, as of the date hereinabove set forth. CITY OF CHULA VISTA BY Mayor By STONE & YOUNGBERG By �`�WMWI'i.,vi Partner -5-