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<br />. <br /> <br />commercial facilities and related improvements (the "Project"); <br />and <br /> <br />WHEREAS, the City, pursuant to the 1983 Lease is <br />required to make certain base rental payments to the Agency; and <br /> <br />WHEREAS, the Agency assigned its right to receive such <br />base rental payments to First Interstate Bank of California (the <br />"1983 Trustee"); and <br /> <br />WHEREAS, the 1983 Trustee, the Agency and the city have <br />heretofore entered into a Trust Agreement, dated as of June 1, <br />1983 pursuant to which the 1983 Trustee executed and delivered <br />certificates of participation (the "1983 Certificates") <br />evidencing and representing proportionate interests in such base <br />rental payments; and <br /> <br />. <br /> <br />WHEREAS, the City and the Agency have determined that <br />it would be in the best interests of the City and the Agency to <br />provide for the prepayment of the 1983 Certificates through the <br />sale and delivery of not to exceed $2,000,000 Certificates of <br />Participation (Commercial Facilities Refunding Project), <br />Series 1993B (the "Certificates") evidencing proportionate <br />interests in the base rental payments to be made pursuant to an <br />Amended and Restated Lease Agreement, dated as of January 1, 1993 <br />between the City and the Agency (which amends and restates in its <br />entirety the 1983 Lease) (such Amended and Restated Lease <br />Agreement, in the form presented to this meeting, with such <br />changes, insertions and omissions as are made pursuant to this <br />Resolution, being referred to herein as the "Lease"); and <br /> <br />WHEREAS, to accomplish the prepayment of the 1983 <br />Certificates, the city and the Aqency will enter into an Amended <br />and Restated Site Lease dated as of January 1, 1993 (such Amended <br />and Restated Site Lease, in the form presented to this meeting, <br />with such changes, insertions and omissions as are made pursuant <br />to this Resolution, being referred to herein as the "Site <br />Lease"); and <br /> <br />WHEREAS, the Agency will transfer its rights, title and <br />interest in and to the Lease (other than its rights to <br />indemnification and payment for its costs and expenses to First <br />Interstate Bank of California, as trustee (the "Trustee") for the <br />benefit of the OWners of the Certificates, pursuant to an <br />Assiqnment Agreement dated as of January 1,1993, by and between <br />the City and the Trustee (such Assignment Agreement, in the form <br />presented to this meetinq, with such chanqes, insertions and <br />omissions as are made pursuant to this Resolution, beinq referred <br />to herein as the "Assiqnment Agreement"); and <br /> <br />. <br /> <br />WHEREAS, the Trustee will execute and deliver the <br />Certificates pursuant to the terms of a Trust Agreement, dated as <br />of January 1, 1993, by and amonq the city, the Aqency and the <br /> <br />lAl-m91.1 <br /> <br />2 <br /> <br />4O!I!IO-S-WWB-12131/92 <br />