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<br />H. The Authority will assign its rights under the Site Lease and the Lease <br />Agreement to All Points; <br /> <br />I. It is in the public interest and for the public benefit that the City authorize <br />and direct execution of the Site Lease and the Lease Agreement with the <br />Authority and certain other financing documents in connection therewith; <br />and <br /> <br />J. The documents below specified have been filed with the City and the <br />members of the Council, with the aid of its staff, shall review said <br />documents; <br /> <br />Section 2. The below-enumerated documents be and are hereby approved, and <br />the City Manager, the Executive Director of Finance and Management Services, or the <br />designee of any such official, is hereby authorized and directed to execute said <br />documents, with such changes, insertions and omissions as may be approved by such <br />official, and the City of the Council is hereby authorized and directed to attest to such <br />official's signature: <br /> <br />A. A termination agreement, by and among the City, the Authority and All <br />Points, terminating all documents relating to the 2005 lease/leaseback <br />transaction; <br /> <br />B. The Site Lease, by and between the City, as lessor, and the Authority, as <br />lessee, pursuant to which the City will lease certain real property (the <br />"Site") to the Authority; <br /> <br />C. The Lease Agreement, by and between the Authority, as lessor, and the <br />City, as lessee, pursuant to which the Authority will lease the Site and the <br />Improvements back to the City, in a principal amount equal to $8,470,000, <br />with a final payment date of May 1, 2026, and with an interest component <br />of4.78191% per annum; and <br /> <br />D. A reimbursement agreement, by and between the City and the <br />Community Redevelopment Agency of the City of Santa Ana (the <br />"Agency"), pursuant to which the Agency will agree to reimburse the City <br />for payments made by the City under the Lease Agreement, to the extent <br />such amounts are available. <br /> <br />Section 3. The firm of Northcross Hill & Ach Inc. is hereby retained as financial <br />advisor to the City in connection with the lease financing approve by this resolution. The <br />City Manager is authorized to execute a financial advisory agreement with such firm in <br />such form as shall be approved by the City Attorney. <br /> <br />Section 4. The firm of Quint & Thimmig LLP is hereby retained as bond counsel <br />to the City in connection with the lease financing approve by this resolution. The City <br />Manager is authorized to execute a financial advisory agreement with such firm in such <br />form as shall be approved by the City Attorney. <br /> <br />808-5 <br /> <br />Resolution No. 2007-_ <br />Page 2 of 3 <br /> <br />