HomeMy WebLinkAbout1978-10 CRA
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RESOLUTION NO. 7.8-:-10.
A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY
OF SANTA ANA AUTHORIZING THE ISSUANCE OF $13,500,000 PRINCIPAL
AMOUNT OF TAX ALLOCATION BONDS OF SAID AGENCY TO FINANCE A POR-
TION OF THE COST OF A REDEVELOPMENT PROJECT KNOWN AS CITY OF
SANTA ANA REDEVELOPMENT PRojECT AREA.
WHEREAS, the Community Redevelopment Agency of the City of Santa Ana is a redevelopment
agency (a public body, corporate and politic) duly created, established and authorized to transact
business and exercise its powen, all under and pursuant to the Community Redevelopment Law (Part
I of Division 24 of the Health and Safety Code of the State of California) and the powen of such
agency include the power to issue bonds for any of its corporate purposes; and
WHEREAS, a redevelopment plan for a redevelopment project known and designated as "City of Santa
Ana Redevelopment Project Area" has heretofore been adopted and approved and all requirements of law
for, and precedent to, the adoption and approval of said plan have been duly complied with; and
WHEREAS, said plan contemplates that the Agency will issue its bonds to finance a portion of the
cost of such redevelopment;
Now THEREFORE, the Community Redevelopment Agency of the City of Santa Ana DOES HEREBY
RESOLVE AS FOLLOWS:
Section I. Definitions. As used in this resolution the following terms shall have the following
meanin~: .
(a) "Additional bonds" means any tax allocation bonds issued by the Agency as permitted
by Section 17 of this Resolution.
(b) "Bonds" or "bonds" means the $13,500,000 principal amount of tax allocation bonds
authorized by this resolution.
(c) "Federal Securities" means United States Treasury notes, bonds, bills, or certificates of
indebtedness or those for which the faith and credit of the United States are pledged for the
payment of principal and interest; obligations issued by banks for cooperatives, federal land banks,
federal intermediate credit banks, federal home loan banks, the Federal Home Loan Bank Board
or the Tennessee Valley Authority; all as arid to the extent that such securities are eligible for
the legal investment of Agency funds.
(d) "FIscal Agent" means the fiscal agent appointed by the Agency pursuant to Section 23
hereof, its successon and assigns, and any other corporation or association which may at any
time be substituted in its place, as provided in this resolution.
(e) "FISCal year" means the year period beginning on July 1st and ending on the next
following June 30th.
(f) "Independent Financial Consultant" means any financial consultant or firm of such
consultants appointed by the Agency, and who, or each of whom (I) is in fact independent and
not under domination of the Agency; (2) does not have any substantial interest, direct or indirect,
with the Agency; and (3) is not connected with the Agency as an officer or employee of the
Agency, but who may be regularly retained to make reports to the Agency.
(g) "Law" means the Community Redevelopment Law of the State of California as cited
in the recitals hereof.
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(h) "Maximum annual debt service" as computed from time to time as required herein
means the largest of the sums obtained for each fiscal year thereafter during the life of this
issue by totaling the following for each such fiscal year:
( I) The principal amount of all Bonds (including additional bonds) maturing or required
to be paid in such fiscal year and outstanding at the time of such computation;
'(2) The interest which would be due during such fiscal year on the aggregate principal
amount of Bonds (including additional bonds) which would be outstanding in such fiscal year
if the Bonds outstanding on the date of such computation are retired as they mature or are
required to be paid.
(i) "Paying Agent" means any paying agent provided by the Agency pursuant to this
resolution. '
(j) "Redevelopment Agency" or "Agency" means the Community Redevelopment Agency of
the City of Santa Ana.
(k) "Redevelopment Plan" means the redevelopment plan for the Redevelopment ProjeCt
Area approved and adopted by Ordinance No. 1173, as amended, described in Section 18 hereof,
and includes any amendment of said plan hereafter made pursuant to law.
(I) "Redevelopment Project" means the project of carrying out, pursuant to the Law, the
Redevelopment Plan for the Redevelopment Project Area.
(m) "Redevelopment Project Area" means the project area described and defined in said
Ordinance No. 1173, as amended, which project area is known and designated as City of Santa
Ana Redevelopment Project Area.
(n) "Tax Revenues" means that portion of taxes levied upon taxable property in the ,Re-
development Project Area which is allocated to and paid into a special fund (as in this resolution
created) of the Agency pursuant to Article 6 of Chapter 6 of the Law and Section 16 of Article XVI
of the Constitution of the State of California, all as more particularly set forth hereafter in this
resolution.
(0) "Treasurer" or "Treasurer of the Agency" means the officer who is then performing the
functions of Treasurer of the Agency.
Section 2. AmoUDt, issuance and Purpose of Bonds. Under and pursuant to said Law and under
and pursuant to this resolution Bonds of the Redevelopment Agency in the principal amount of
$13,500,000 shall be issued by the Agency for the purpose of financing a portion of the cost of the
Redevelopment Project and for other purposes related thereto as hereinafter provided.
Section 3. Nature of Bonds. The Bonds shall be and are special obligations of the Agency and
are equally secured by an irrevocable and lint pledge of, and are payable as to both principal and interest
solely from Tax Revenues and other funds as hereinafter provided in Sections 16, 20 and Covenant 7 of
Section 21 hereof, without priority for number, date of sale, date of execution, or date of delivery, except
as expressly provided herein. The payment of such principal and interest shall not be (a) secured by
any interest in property used or to be used in a trade or business or in payments in respect of such
property or (b) derived from payments in respect of property, or borrowed money, used or to be used
in a trade or business, within the meaning of Section 1O3(b)(2)(B) of the Internal Revenue Code
and the regulations adopted thereunder. Said Bonds, the interest thereon, and any premiums payable
upon the redemption of any thereof, are not a debt of the City of Santa Ana, the State of California or
any of its political subdivisions and neither said city, said state nor any of its political subdivisions is
liable on them, nor in any event shall said Bonds, interest or premiums be payable out of any funds or
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properties other than those of the Agency as in this resolution set forth. Said Bonds do not constitute
an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction.
Neither the memben of the Agency nor any penons executing the Bonds are liable penonally on the
Bonds by reason of their issuance.
The validity of said Bonds is not and shall not be dependent upon the completion of the Rede-
velopment Project or upon the performance by anyone of his obligation relative to the Redevelopment
Project.
Nothing in this resolution shall preclude the redemption and payment of said Bonds prior to
maturity, or the payment thereof at maturity, from the proceeds of refunding bonds issued pursuant
to law. Nothing in this resolution shall prevent the Agency from making adva¡¡ces of its own funds
howsoever derived to any of the uses and purposes mentioned in this resolution.
Section 4. Description of Bonds. The Bonds shall be in the principal amount of $13,500,000,
sball be 2,700 in number, numbered 1 to 2700 inclusive, and shall be of the denomination of $5,000 each.
Said Bonds sball be designated CITY OF SANTA ANA REDEVELOPMENT PROJECT AREA, 1978
TAX ALLOCATION BONDS, shall be dated April 1, 1978 (except that fully registered Bonds shall be
dated as hereinafter provided), and shall mature on April 1 in each of the yean and in the amounts as
follows:
l'rIneIP8I frInclpod
Year Amount Ye.. Amount
1979 $ 225,000 1992 $ 520,000
1980 , 240,000 1993 555,000
1981 , 260,000 1994 ' 590,000
1982 275,000 1995 625,000
1993 ' 295,000 1996 ' 670,000
1984 315,000 1997 715,000
1985 335,000 1998 760,000
1986 ' 355,000 1999 ' 810,000
1987 , 380,000 2000 860,000
1988 ' 405,000 2001 915,000
1989 , 430,000 2002, 980,000
. 1990 , 455,000 2003 1,045,000
1991 485,000 .
The fully registered Bonds shall be numbered by the Fiscal Agent hereinafter designated, as said
Fiscal Agent shall determine and shall be dated as of the date of authentication thereof, except that
fully registered Bonds issued upon exchanges and transfers shall be dated so that no gain or loss of
interest shall result from such exchange or transfer. Each fully registered Bond shall bear interest
from the interest payment date next preceding the date thereof unless it is dated as of an interest
payment date, in which event it shall bear interest from the date thereof, or unless it is dated prior
to the first interest payment date, in which event it shall bear interest from April 1, 1978. Interest
on fully registered Bonds shall be paid by the Fiscal Agent by check or draft mailed to the registered
owner at his address as it appean on the bond register kept by the FIscal Agent pursuant to Section 9
ot this resolution.
Section 5. Interest. The Bonds shall bear interest at a rate or rates to be hereafter fixed by
resolution, but not to exceed 8 % per annum, payable semiannually on the lint days of April and
October of each year, commencing on October 1, 1978. Each Bond shall bear interest until the principal
sum thereof has been paid; provided, however, that if at the maturity date of any Bond, or if the same
has been duly called for redemption, then at the date fixed for redemption, funds are available for the
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payment or redemption thereof in full accordance with the terms of this resolution, said Bond shall then
cease to bear interest.
Section 6. Place of Payment. The Bonds and the interest thereon (except for interest on fully
registered Bonds, which shall be payable as set forth in Section 4 hereof) shall be payable in lawful
money of the United States of America at the principal office of the Fiscal Agent in Los Angeles,
California, or, at the option of the holder, at the office of any Paying Agent of the Agency in New York,
New York, or Chicagn, Iliinois.
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Section 7. Execntlon of Boods. The Bonds shall be signed on behalf of the Agency by its
Chairman by his facsimile signature and by its Secretary by his manual signature, and the seal of the
Agency shall be impressed, imprinted or reproduced thereon. The interest coupons on said Bonds
shall be signed by said Secretary by her facsimile signature. The foregoing officen are hereby
authorized and directed to sign said Bonds and coupons in accordance with this section.
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Section 8. Types of Bonds, Registration, DIscharge and Exchange. To facilitate registration of
the Bonds, two forms thereof have been provided:
(1) Those which shall be initially issued and which are in negotiable form, payable to bearer,
with negotiable coupons (herein sometimes referred to as "bearer Bonds"); and
(2) Those which are issued to facilitate registration and so are issued as non-negotiable fully
registered bonds, registered ouly as to both principal and interest, payable to the registered owner
(herein sometimes referred to as "fully registered Bonds").
The bearer Bonds are not registrable by endorsement, but may be exchange.d for fully registered
Bonds as provided herein.
A bearer Bond or Bonds may be registered by exchanging the same for a fully registered Bond
or Bonds, as the case may be. A bearer Bond or Bonds and a fully registered 'Bond or Bonds may be
exchanged for a fully registered Bond or Bonds. A fully registered Bond may be exchanged in whole
for bearer Bonds or in part for such bearer Bonds and the balance for registered Bonds. Transfer
of ownenhip of a fully registered Bond or Bonds shall be made by exchanging the same for a new
fully registered Bond or Bonds. All of such exchanges shall be made in such manner and upon such
reasonable terms and conditions as may from time to time be determined and prescribed by the
Agency; provided, however, no such exchange shall be made between the fifteenth day preceding
any interest payment date and such interest payment date. Such exchanges sball be free of any costs
or charges to the person, firm or corporation requesting such exchange, except for any tax or govern-
mental charge that may be imposed in connection with such an exchange. Each b¡:arer Bond issued
pursuant to this resolution shall be of the denominBtion of $5,000. Each fully registered Bond
issued pursuant to this resolution shall be of a denomination which is $5,000 or a multiple thereof.
Such fully registered Bond or Bonds shall be of the same series and within such series of the same
interest rate and maturity.
Section 9. Bond Register. The Fiscal Agent will keep or cause to be kept at its office sofficient
books for the registration and transfer of the Bonds, which shall at all times be open to inspection by
the Agency; and, upon presentation for such purpose, the Fiscal Agent shall, under such reasonable
regulations as it may prescribe, register or transfer or cause to be registered or transferred, on said
register, Bonds as hereinabove provided.
Section 10. Redemption of Bonds. Bonds maturing on or before April 1, 1989 are not subject
to redemption prior to maturity. Bonds maturing on and after April 1, 1990 may be called before
maturity and redeemed at the option of the Agency, from any source of funds, on April 1, 1989 or on
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any interest payment date thereafter, as a whole, or in part in invene order of maturity and by lot within
a maturity, at a redemption price for each redeemed bond equal to the principal àmount thereof and
accrued interest to the date of redemption, plus a premium (percentage of par value) equal to one-quarter
of one percent (\4 %) for each year or fraction of a year from the redemption date to the maturity
date of the Bonds, but in no event shall the premium exceed three percent.
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Section 11. Notice of Redemption. Notice of call and redemption prior to maturity (except as
provided below) shall be given by publication at least once prior to the redemption date in a financial
newspaper or journal, printed in the English language and customarily publisbed on each business
day, of general circulation in The City of New York, New York, such publication to be not less than
30 nor more than 60 days before such redemption date. If any Bond called for redemption is fully
registered, notice of redemption thereof shall also be mailed, not less than 30 nor more than 60 days
prior to the redemption date, to each registered owner of such Bond, but neither failure to mail
such notice nor any defect in any notice so mailed shall affect the sufficiency of the proceedin~ for
the redemption of any of the Bonds. The notice of redemption shall (a) state the redemption date;
(b) state the redemption price; (c) state the numben and date of maturity of the Bonds to be redeemed;
provided, however, that whenever any call includes all of the outstanding Bonds of any maturity. the
numben of the Bonds need not be stated; (d) require that such Bonds be surrendered with all interest
coupons maturing subsequent to the redemption date (except that no coupons need be surrendered
on fully registered Bonds) at the place or places of redemption; (e) state, as to any fully registered
Bonds redeemed in part only, the registered bond numben and the principal portion thereof to be
redeemed; and (f) state that interest on the Bonds on the principal portion thereof in such notice
designated for redemption shall cease to accrue from and after such redemption date and that on said
date there will become due and payable on each of said Bonds the principal amount thereof to be
redeemed, interest accrued thereon to the redemption date and the premium thereon (such premium
tó be specified). If at the time of giving notice of redemption no Bonds are outstanding except fully
registered Bonds, publication of such notice shall be deemed to have been waived if such notice shall
have been mailed by registered or certified mail to each registered owner of such Bonds at his address
as it appean on the registration books or at such address as he may have filed with the Fiscal Agent
for that purpose.
The actual receipt by the holder of any Bond (hereinafter referred to as "bondholder") of notice of
such redemption shall not be a condition precedent to redemption, and failure to receive such notice
shall not affect the validity of the proceedings for the redemption of such Bonds or the cessation of
interest on the date fixed for redemption. The notice or notices required by this section shall be given
by the Fiscal Agent at the Agency's expense. A certificate by the Fiscal Agent that notice of call and
redemption has been given to holders of fully registered Bonds as herein provided sball be conclusive as
against all parties, and no bondholder whose fully r~gistered Bond is called for redemption may object
thereto or object to the cessation of interest on ,the redemption date fixed by any claim or showing that he
failed to receive actualllOtice of call and redemption.
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Section 12. PartIal Red_ption of Fully Registered Bond. Upon surrender of any fully registered
Bond redeemed in part only, the Agency shall execute and the Fiscal Agent shall authenticate and
deliver to the registered owner thereof, at the expense of the Agency, a new Bond or Bonds of author-
ized denominations equal in aggregate principal amount to the unredeemed portion of the Bond
surrendered and of the same interest rate and maturity, which new Bond or Bonds may be, at the
option of the registered owner, either a bearer Bond or Bonds or a fully registered Bond or Bonds.
The registered owner of any fully registered Bond may, in lieu of surrendering such Bond for a new
Bond, endone on the revene of such Bond a notation of such partial redemption, in such form as
may be satisfactory to the Agency and the Fiscal Agent and under such conditions as the Fiscal Agent
may approve. Such partial redemption shall be valid upon payment of the amount thereby required
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to be paid to such registered owner, and the Agency and the Fiscal Agent sball be released and
discharged from all liability to the extent of such payment, irrespective of whether such endorsement
shall or shall not have been made upon the revene of such fully registered Bond by such registered
owner and irrespective of any error or omission in such endonement.
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Section 13. Redemption FueL Prior to the time the Agency determines to call and redeem any
of the Bonds there shall be established a redemption fund to be described or known as the City of Santa
Ana Redevelopment Project Area, 1978 Tax Allocation Bonds Redemption Fund (hereinafter sometimes
referred to as the "Redemption Fund") to be held by the FIscal Agent, and prior to the publication of the
notice of redemption, referred to in Section 11 hereof, the FIscal Agent must set aside in the Redemption
Fund moneys available for the purpose and sufficient to redeem, at the premiums payable as in this
resolution provided, the Bonds designated in such notice of redemption. Said moneys must be set aside in
said fund solely for that purpose and sball be applied on or after the redempttion date to the payment
(principal and premium, if any) of the Bonds to be redeemed upon presentation and surrender of such
Bonds and (except as to fully registered Bonds) all interest coupons maturing after the redemption date.
Any interest coupon due on or prior to the redemption date shall be paid from the Interest Account, as
provided in Section 19 hereof, upon presentation and surrender thereof. Any interest due on or prior to
the redemption date upon fully registered Bonds sball be paid from said Interest Account. Each coupon
Bond presented must have attached thereto or presented therewith all interest coupons maturing after the
redemption date. If after all of the Bonds called have been redeemed and cancelled or paid and cancelled
there are moneys remaining in the Redemption Fund, said moneys shall be transferred to the Special Fund;
provided, however, that if said moneys are part of the proceeds of refunding obligations, said moneys
shall be transferred to the fund created for the payment of principal of and interest on such refunding
obligations.
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Section 14. Meet of the Notice of Redemption. When notice of redemption has been given,
substantially as provided in Section 11 hereof, and when the amount necessary for the redemption of the
Bonds called for redemption (principal and premium) is set aside for that purpose in the Redemption
Fund, as provided in Section 13 hereof, the Bonds designated for redemption shall become due and
payable on the redemption date, and upon presentation and surrender of said Bonds and (except as to
fully registered Bonds) all interest coupons maturing after the redemption date, at the place specified
in the notice of redemption, such Bonds shall be redeemed and paid at said redemption price out of the
Redemption Fund, and no interest will accrue on such Bonds called for redemption or OJ! any interest
coupons thereof after the redemption date specified in such notice, and the holden of said Bonds so
called for redemption after such redemption date shall look for the payment of such Bonds and the
premium thereon only to the Redemption Fund. All Bonds redeemed and all interest coupons thereof
shall forthwith be caD.celled by the Fiscal Agent and shall not be reissued.
All interest coupons pertaining to any redeemed Bonds, which coupons have matured on or prior
to the time fixed for redemption, shall continue to be payable to the respective holden thereof but
without interest thereon. All unpaid interest payable at or prior to the date fixed for redemption upon
fully registered Bonds shall continue to be payable to the respective registered owners of such Bonds,
or their order, but without interest thereon.
Section 15. Fwtds. There are hereby created with the Fiscal Agent the following special trust
funds:
(a) City of Santa Ana Redevelopment Project Area Redevelopment Fund (the "Redevelop-
ment Fund").
(b) City of Santa Ana Redevelopment Project Area Special Fund (the "Special Fund").
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So long as any of the Bonds herein authorized, or any interest thereon, remain outstanding and
unpaid, the moneys in the foregoing funds shall be used for no purpose other than those required or
permitted by this resolution and the Law.
Section 16. DisposItioD of BoDd Proceeds; Redevelopmeut FuDd. (a) Concurrently with the initial
delivery of and payment for the Bonds, the proceeds of sale thereof shall be deposited with the Fiscal
Agent and thereafter transferred for deposit in the following respective amounts to the following
respective funds or accounts:
(I) In the Interest Account established pursuant to Section 19 hereof, an amount equal to
the premium and accrued interest, if any, received by the Agency from the purchaser of the Bonds.
(2) In the Reserve Account established pursuant to Section 19 hereof, an amount equal
to maximum annual debt service on the Bonds.
(3) In the Redevelopment Fund established pursuant to Section 15 hereof, the remainder of
the proceeds.
(b) The moneys set aside and placed in the Redevelopment Fund shall remain therein until from
time to time expended solely for the purpose of financing a portion of the cost of the Redevelopment
Project and other costs related thereto, such other costs to include but not be limited to:
( 1) Land acquisition and clearance of property for redevelopment, construction of public
improvements and relocation costs; ,
(2) The payment to the City of Santa Ana for advances, expenditures and land transfen by
the City;
(3) The cost of improvements ,and other costs which may not benefit the Redevelopment
Project exclusively but which'are necessary to the redevelopment of the Redevelopment Project Area
and the disposition of the land therein; and
(4) The necessary expenses in conne~ion with the issuance and sale of the Bonds.
(c) Payments from the Redevelopment Fund shall be made in accordance with the provisions of
this section. Before any such payment shall be made by the Fiscal Agent there shall be filed with the
Fiscal Agent:
A written requisition executed by an officer of tþe Agency stating in respect to each payment to
be made,
(i) The item of the payment;
(Ii) The name of the penon to whom payment is due;
(ill) The amount to be paid;
(iv) The purpose, by general classification, for which the obligation to be paid was
incurred;
(v) That the obligation or obligations in the stated amount or amounts have been incurred
by or on behalf of the Agency, and that each item thereof is a proper charge against moneys
in the Redevelopment Fund and has not been paid.
(d) Upon receipt of each such written requisition, the Fiscal Agent shall pay the amount set forth
in such written requisition as directed by the terms thereof.
(e) If any sum remains in the Redevelopment Fund after the full accomplishment of the objects and
purposes for which said Bonds were issued, said sum may be held in the Redevelopment Fund to assist
in financing subsequent phases of the Redevelopment Project, or said sum may be transferred to the
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Special Fund, as determined by the Agency, upon filing a copy of such determination with the FIscal
Agent.
Section 17. 1ssuance of Additional Bonds. If at any time the Agency determines that it will not
have sufficient moneys available from other sources to pay the costs of the Redevelopment Project, the
Agency may provide for the issuance of, and sell, additional tax allocation bonds in such principal amount
as it estimates will be needed for such purpose, subject to the following conditions precedent to such sale:
(a) The Agency shall be in compliance with all covenants set forth in this Resolution.
(b) The Reserve Account, as provided in Section 19 hereof, must be increased, if necessary,
by an amount sufficient to maintain the maximum annual debt service on the Bonds and any
additional bonds.
(c) The additional bonds must mature on April 1 of each year, and interest thereon is to be
payable April 1 and October I of each year, except the lint year's interest may be payable at the
end of that year.
(d) Tax Revenues received or to be received from the most recent equalized assessed valuation
of taxable property located in the Redevelopment Project Area (including an allowance for estimated
tax revenues to be derived from construction in progress to be completed within 3 years from the
date of the additional bonds) are to be at least equal to 1.25 times the assumed average annual
debt service (computed on the basis of approximately equal annual payments of principal plus
interest) on all series of outstanding Bonds and additional bonds, as evidenced by a report or
opinion of an Independent FInancial Consultant employed by the Agency.
For purposes of this computation, taxable property shall include assessed valuations of property
exempt from local property taxation by reason of the homeownen' and business inventories exemp-
tions or any other exemption hereinafter enacted by the legislature of the State of California or
initiated by judicial decision to the extent that in lieu payments are made to the Agency for such
exemptions.
(e) The Agency must have received all required approvals of any governmental authority
having jurisdiction over the additional bonds or their terms.
Section 18. Tax Revcnnes. As provided in the ,Redevelopment Pian pursuant to Article 6 of
Chapter 6 of the Law .and Section 16 of Article XVI of the Constitution of the State of California,
taxes levied upon taxable property in the Redevelopment Project Area each year by or for the benefit
of the State of California, any city, county, city and county, district, or other public corporation
(hereinafter sometimes called "taxing agencies") after the effective date of the ordinance approving the
. Redevelopment Plan (being Ordinance No. 1173, adopted by the City Council of the City of Santa Ana
on July 2, 1973, which ordinance became effective on August I, 1973) and upon taxable property
added to the Redevelopment Project Area by an ordinance amending the Redevelopment Plan (being
Ordinance No. 1258, adopted by the City Council of the City of Santa Ana on June 2, 1975, which
ordinance became effective on July 2, 1975) shall be divided as follows:
(1) That portion of the taxes which would be produced by the rate upon which the tax is
levied each year by or for each of said taxing agencies upon the total sum of the assessed value
of the taxable property in the Redevelopment Project Area as shown upon the assessment roll
used in connection with the taxation of such property by such taxing agency last equa1ized prior
to August 1, 1973 (being the effective date of Ordinance No. 1173 referred to above) and the
taxable property added to the Redevelopment Project Area as shown upon the assessment roll
used in connection with the taxation of such property by such taxing agency last equalized prior to
July 2, 1975 (being the effective date of Ordinance No. 1258 referred to above) shall be
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allocated to and when collected shall be paid into the funds of the respective taxing agencies as
taxes by or for said taxing agencies on all property are paid; and
(2) That portion of said levied taxes each year in excess of such amount shall be allocated
to and when collected shall be paid into a special fund (which, in the case of taxes received by
the Agency on or after April I, 1978, shall be the Special Fund provided in Section 19 hereof)
of the Agency.
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The foregoing provisions of this section are a portion of the provisions of said Article 6 of Chapter 6
of the Law as applied to the Bonds and shall be interpreted in accordance with said Article 6, and the
further provisions and definitions contained in said Article 6 are hereby incorporated herein by reference
and sball apply.
The Tax Revenues (except that portion which the Agency may use pursuant to Section 19 hereof
for any purpose authorized in said Article 6) are hereby allocated and pledged in their entirety to the
payment of the principal of, interest on, and premiums payable upon redemption of, said Bonds as in
this resolution provided, and until all of said Bonds, and all interest thereon, have been paid (or until
moneys for that purpose have been irrevocably set aside) the Tax Revenues sball be applied solely to
the payment of the Bonds, the interest thereon and premiums payable upon redemption thereof, as in
this resolution provided. Such allocation and pledge is for the exclusive benefit of the holders of the
Bonds 'and shall be irrevocable.
Section 19. Speclal Fund. The interest on the Bonds and the principal of the Bonds upon maturity
shall be paid by the Fiscal Agent from the Special Fund as hereinafter provided.
All Tax Revenues shall be deposited in the Special Fund. On the times specified below, the Fiscal
Agent shall transfer the following amounts to the following accounts, each of which the Fiscal Agent
sball establish and maintain and hold in trust, and each of which shall be disbursed and applied only as
hereinafter authorized. However, if any of the times specified below fall on a Saturday, Sunday or
holiday, then the Fiscal Agent shall transfer the following amounts to the following accòunts one bnsiness
day preceding the dates set forth herein. Such moneys shall be so transferred to the following respective
accounts in the following order of priority, the requirements of each such account at the time of transfer
to be satisfied before any transfer is made to any account subsequent in priority:
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(a) Interest Account. Commencing on or before the last day of September, 1978 and on the
last day of each March and September thereafter, the Fiscal Agent shall deposit in the Interest
Account an amount sufficient, together with any moneys then in said account, to pay the amount
of interest becoming due and payable on the outstanding Bonds on the next following interest
payment date.
Moneys in the Interest Account shall be used and withdrawn by the Fiscal Agent solely for
the purpose of paying the interest on the Bonds as such interest shall become due and payable
(including interest accrued on any Bonds purchased or redeemed prior to maturity).
(b) Principal Account. Commencing on or before the last day of March, 1979, and on the
last day of each March thereafter, the Fiscal Agent shall deposit in the Principal Account an
amount equal to the aggregate principal amount of Bonds becoming due and payable on the
next following principal payment date.
Moneys in the Principal Account shall be used and withdrawn by the Fiscal Agent solely for
the purpose of paying the principal on the Bonds as such principal shall become due and payable.
(c) Reserve Account. So long as any of the Bonds are outstanding, a minimum balance equal
to maximum annual debt service on the Bonds and any additional bonds (the "Minimum Reserve")
shall be maintained in the Reserve Account. If, at any time, the balance in the Reserve Account
.
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falls below the Minimum Reserve, the Fiscal Agent shall transfer from the lint available moneys
or from the first available Tax Revenues the amount necessary to restore the Minimum Reserve.
To the extent that there are insufficient moneys available for the following purposes in the
Interest Account and the Principal Account, the moneys in the Reserve Account shall be applied
first, for the purpose of paying the interest on the Bonds as it shall become due and payable, and
secondly, for the purpose of paying the principal of the Bonds at maturity. Moneys in the
Reserve Account may be used in any event to pay the principal or interest on the làst maturity or
maturities of Bonds outstanding.
.
(d) Surplus. The FISCal Agent on or before December 31 of each year, shall ascertain the
amount of Tax Revenues received or to be received by the Agency based upon the most recent
assessed valuation of taxable property in the Redevelopment Project Area (as reported by the
Auditor-COntroller of Orange County), and sball estimate that portion of said Tax Revenues
which will be in excess of 125% of the amount of principal and interest then due or to become
due on the next following April I and October I on the Bonds (and any additional bonds) then
outstanding, and sball promptly notify the Agency of the excess portion so determined. The
Agency may, by written notice to the Fiscal Agent within 30 days after receipt of such notifi-
cation, direct that an amount not exceeding said excess portion (I) be used for the purchase
and/or call and redemption of outstanding Bonds or (2) be paid to the Agency, which amount
may be used by the Agency for any purpose authorized in the Law, provided that with respect to
(2) above the following conditions have been met: (i) the deposits required by the foregning
subsections (a), (b) and (c) have been made so that the required amounts are in the above
mentioned accounts, as shown by a certificate of the Fiscal Agent; (li) the Agency shall have
filed with the Fiscal Agent a certificate to the effect that the Agency has incurred an obligation on
behalf of the Project (exclusive of the obligations created hereunder), and has filed no later than
the next preceding October 1, such supporting documentation attesting thereto as the Auditor-
Controller of Orange County sball deem necessary; and (ill) the FIscal Agent shall have certified
that the Agency is not in default under the terms of the Resolution or the Bonds. Upon receipt
of the Tax Revenues, the Fiscal Agent shall make such payment or payments, as directed by the
Agency.
Any moneys in the Special Fund on February I, 1979 or on any February I thereafter, in excess
of the Minimum Reserve plus the amount of principal and interest to become due on the next
following April 1 and October 1 on the Bonds and any additional bonds then outstanding, may be
used to purchase Bonds and commencing February 1, 19~9, provided said moneys are sufficient to
redeem at least $25,000 principal amount, shall be used and applied to call and redeem the largest
principal amount of outstanding Bonds which can be called (including the payment of the applicable
premium thereon) with the moneys available therefor. Any such call and redemption shall be made
in accordance with the provisions of Sections 10 to 14 hereof, inclusive.
~
Purchases of outstanding Bonds may be made by the Fiscal Agent at public or private sale as
and when and at such prices as the FISCal Agent may in its discretion determine but only at prices
(including brokerage or other expenses) not more than par plus accrued interest plus the premium
applicable at the next call date as provided in Section 10 hereof, and any interest accrued payable
upon the purchase of Bonds may be paid from the amount reserved in the Interest Account for
the payment of interest on the next following interest date. Any Bonds so purchased together with
all unpaid interest coupons pertaining thereto shall be cancelled by the Fiscal Agent forthwith and
surrendered to the Agency and shall not be reissued.
The previous provisions of this section for the determination each year of the amount of moneys
available for purchase or redemption of Bonds shall not prevent the Fiscal Agent, if directed by the
Agency, from purchasing Bonds with moneys in the Special Fund in the manner hereinbefore
.
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provided, on or after February 1, 1979, at any time or times during any year but any such purchases
(except for interest accrued) shall be made only with the portion of the then balance in said fund
which is in excess of Minimum Reserve plus the amount of principal and interest to become due on
the then outstanding Bonds (including additional bonds) on the next two following interest pay-
ment dates.
~
Section 20. Deposit and Investment of Moneys in Funds. Subject to the provisions of Covenant 9
of Section 21 hereof, all moneys held by the Fiscal Agent in the Redevelopment Fund and in the
Special Fund or any account thereof, except such moneys which are at the time invested, sball be
held in time or demand deposits in any bank or trust company authorized to accept deposits of public
funds (including the banking <!epartment of the FISCal Agent) and shall be secured at all times by bonds
or other obligations which are authorized by law as security for public deposits, of a market value at
least equal to the amount required by law.
Moneys in the Redevelopmentt Fund may be from time to time invested by the FISCal Agent, and
moneys in the Special Fund may, and upon written request of the Agency shall, be invested by the FIscal
Agent, in Federal Securities, subject to the following restrictions:
(a) Moneys in the Redevelopment Fund shall be invested in obligations which will by their
terms mature as close as practicable to the date the Agency estimates the moneys represented by
the particular investment will be needed for withdrawal from such fund.
(b) Moneys in the Special Fund shall be invested only in obligations which will by their terms
mature on such dates as to insure that before each interest payment date there will be in such
fund, from matured obligations and other moneys already in such fund, cash equal to the interest
and princiPal payable on such date.
.
Obligations purchased as an investment of moneys in either of said funds or anv account. thereof
shall be deemed at all times to be a part of such fund or any accounts thereof and the interest accruing
thereon and any gain realized from such investment shall be credited to such fund or any accounts
thereof and any loss resulting from any such authorized investment shall be charged to such fund or
any accounts thereof without liability to the Agency or the members and officen thereof or to the
Fiscal Agent. The Fiscal Agent may, however, if requested by the Agency, transfer investment income
received on moneys in the Reserve Account in excess of the Minimum Reserve to the Redevelopment
Fund and may transfer investment income received on moneys in the Redevelopment Fund to the Reserve
Account. The Fiscal Agent shall sell at the best price obtainable or present for redemption any obligation
so purchased whenever it shall be necessary to do so in order to provide moneys to meet any payment or
transfer from such fund or any accounts thereof as required by this resolution. For the purpose of de-
termining at any given time the balance in any such fund or any accounts thereof any such investment
constituting a part of such fund or any accounts thereof sball be valued at the then estimated market
value of such investment.
Section 21. Covenants of the Agency. The Agency shall preserve and protect the security of the
Bonds and the rights of the bondholden and defend their rights against all claims and demands of all
penons. Until such time as an amount has been set aside sufficient to pay at maturity, or to call prior
to maturity, all outstanding Bonds, plus unpaid interest thereon to maturity, or to the call date, the
Agency will (through its proper memben, ofIicen, agents or employees) faithfully perform and abide
by all of the covenants, undertakin~ and provisions contained in this resolution or in any Bond issued
hereunder, including the following covenants and agreements for the benefit of the bondholden:
1. The Agency covenants and agrees that it will diligently carry out and continue to comple-
tion, with all practicable dispatch, the Redevelopment Project in accordance with the Law and the
Redevelopment Plan and in a sound and economical manner. The Redevelopment Plan may be
.
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amended as provided in the Law but no amendment shall be made which would substantially
impair the security of the Bonds or the rights of the bondholders.
2. The Agency covenants and agrees that the proceeds of the sale of said Bonds will be
deposited and used as provided in this resolution and that it will manage and operate all properties
owned by it and comprising any part of the Redevelopment Project in a sound and businesslike
manner, and will keep such properties insured at all times in conformity with sound business
practice. '
3. The Agency covenants and agrees that, except as permitted in Section 17 hereof, it will
not issue any other obligations payable, principal or interest, from the Tax Revenues which have,
or purport to have, any lien upon the Tax Revenues superior to or on a parity with the lien of the
Bonds herein authorized and the interest coupons pertaining thereto; provided, however, that
nothing in this resolution shall prevent the Agency from issuing and selling pursuant to law
refunding bonds or other refunding obligations payable from and having a lint lien upon the Tax
Revenues if such refwiding bonds or other refunding obligations are issued for the purpose of. and
are sufficient for the purpose of, refunding all of the Bonds authorized by this resolution and then
outstanding.
4. The Agency covenants and agrees that it will duly and punctually payor cause to be paid
the principal of and interest on eÌ Ch of the Bonds issued hereunder together with the premium
thereon if any be payable on the date, at the place and in the manner provided in said Bonds and
the interest coupons pertaining thereto, solely from the Tax Revenues and other funds as herein
provided. The Agency further covenants that it will comply with the requirements of Section 33675
of the Law, including the filing of a "statement of indebtedness" with the Auditor - Controller
of Orange County.
>i
.
, ,
5. The Agency covenants and agrees that it will from time to time pay and discharge. or
cause to be paid and discharged, all payments in lieu of taxes, service charges; assessments or other
governmental charges which may lawfully be imposed upon the Agency or any of the properties
then owned by it in the Redevelopment Project Area, or upon the revenues and income therefrom
and will pay all lawful claims for labor, material and supplies which if unpaid might become a lien
or charge upon any of said properties, revenues or income or which might impair the security of
the Bonds or the use of Tax Revenues or other funds to pay the principal of aDd interest thereon,
all to the end that the priority and security of said Bonds sball be preserved; provided that nothing
in this paragraph shall require the Agency to make any such payment so long as the Agency in
good faith shall contest the validity thereof.
6. The Agency covenants and agrees that it will at all times keep, or cause to be kept, proper
and current books and accounts (separate from all other records and accounts) in which complete
and accurate entries shall be made of all transactions relating to the Redevelopment Project and
the Tax Revenues and other funds herein provided for, and will prepare within 120 ßays after
the close of each of its fiscal yean a complete financial statement or statements for such year in
reasonable detail covering such Redevelopment Project, Tax Revenues and other funds and certified
by an independent certified public accountant or firm of independent certified public accountants
selected by the Agency, and will furnish a copy of such statement or statements to any bondholder
upon written request. Said books and accounts shall be maintained separate and apart from
those of the City of Santa Ana.
7. The Agency covenants and agrees that if all or any part of the Redevelopment Project
Area should be taken from it, by eminent domain proceedings or other proceedings authorized
by law, for any public or other use under which the property will be tax exempt, the net proceeds
realized by the Agency therefrom will be deposited in the Special Fund and used and applied for
the purpose of paying principal of and interest on said Bonds as in this resolution provided.
.
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8. The Agency covenants and agrees that it will not dispose of more than 10% of the land
area in the Redevelopment Project Area (except property shown in the Redevelopment Plan in
effect on the date this resolution is. adopted as planned for public use, or property to be used for
public streets, public oil-street parking, sewage facilities, easements or rights-of-way for public
utilities, or other similar uses) to public bodies or other penons or entities whose propertY is tax
exempt if as a result of such disposition the security of the Bonds or the rights of the bondholden
would be substantially impaired.
9. The Agency covenants that under no circumstances shall any initial investment, subsequent
investment or reinvestment of the proceeds of the Bonds be made in such a manner as to result in
the loss of exemption from federal income taxation of interest on the Bonds. Except as permitted
during "temporary periods" (as such term is defined in the proposed Income Tax Regulati01lS
referred to herein) by said proposed Income Tax Regulations, the proceeds of the Bonds shall not
be invested directly or indirectly in taxable obligations so as to produce a yield which is materially
higher than the yield on the Bonds which results in the Bonds constituting "arbitrage bonds" within
the meaning of Section 103(c), Internal Revenue Code of 1954, as amended, and the proposed
Income Tax Regulations issued thereunder, but such sums may be otherwise invested if and when
such Act and any regulations thereunder permit the investment to be made in the l11anner made
without causing the Bonds to become "arbitrage bonds".
,Section 22. Taxalion of Leased Property. Whenever any property in the Redevelopment Project
Area has been redeveloped and thereafter is leased by the Agency to any penon or penons (other
than the City of Santa Ana) or whenever the Agency leases real property in the Redevelopment Project
Area to any person or penons (other than the City of Santa Ana) for redevelopment, the property shall
be assessed and taxed in the same manner as privately owned property, as required by Section 33673
of the Health and Safety Code.
.
Section 23. F"JSCai Agent and PayiDg Agents. The Agency hereby appoints United California
Bank as Fiscal Agent to act as the agent and depositary of the Agency for the purpose of receiving
Tax Revenues and other funds as provided in this resolution, to hold, allocate, use and apply such Tax
Revenues and other funds as provided in this resolution, and to perform such other duties and powen
of the Fiscal Agent as are prescribed in this resolution.
The Agency may remove the FIscal Agent initially appointed or any successor thereto and in such
case shall forthwith appoint a successor thereto but any successor shall be a bank or trust company
doing business and having an office in Los Angeles, California, having a combined capital and surplus
of at least $50,000,000. The Fiscal Agent herein appointed or any substituted FIscal Agent may at
any time resign as such by writing filed with the Agency in which event the Agency sball forthwith
aPPOint a substitute Fiscal Agent and the resignation shall become effective upon such appointment.
In the event that the Fiscal Agent or any successor becomes incapable of acting as such the Agency
shall forthwith appoint a substitute Fiscal Agent. Any bank or trust company into which the FIscal
Agent may be merged or with which it may be consolidated shall become the Fiscal Agent without
action of the Agency. A Fiscal Agent may become the owner of any of the Bonds authorized by this
resolution or any of the coupons appurtenant thereto with the same rights it would have had if it
were not the Fiscal Agent.
The Fiscal Agent shall have no duty or obligation whatsoever to enforce the coilection of or to
exercise diligence in the enforcement of the collection of funds assigned to it hereunder, or as to the
correctness of any amounts received, but its liability shall be limited to the proper accounting for such
funds as it shall actually receive.
The recitals of fact and all promises, covenants and agreements herein and in the Bonds of said
authorized issue contained shall be taken as statements, promises, covenants and agreements of the
.
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Agency, and the Fiscal Agent assumes no responsibility for the correctness of the same, and makes
no representations as to the validity or sufficiency of this resolution or of the Bonds or coupons, and
shall incur no responsibility in respect thereof, other than in connection with the duties or obligations
herein or in the Bonds assigned to or imposed upon the Fiscal Agent. The Fiscal Agent shall not be
liable in connection with the performance of its duties hereunder, except for its own negligence or
default.
The Agency shall, during the life of the Bonds, provide for Paying Agents, at least one in Chicagn,
D1inois, and at least one in New York, New York, at the office of which the Bonds and coupons are
payable at the option of the holder.
~
Section 24. Lost, Destroyed, or Mutilated Bouds. In the event that any Bond or any interest coupoo
pertaining thereto is lost, stolen, destroyed or mutilated, the Agency will cause to be issued a new
Bond or coupon simi1ar to the original to replace the same in such manner and upon such reasonable
terms and conditions, including the payment of costs' and the posting of a surety bond if the Agency
deems such surety bonds necessary, as may from time to time be determined and prescribed by resolu-
tion. The Agency may authorize such new Bond or coupon or coupons to be signed and authenticated
in such manner as it determines in said resolution. .
Section 25. Caueellatlon of Bonds. All Bonds and coupons surrendered to the Fiscal Agent .or any
Paying Agent for payment upon maturity or for redemption shall upon payment therefor be cancelled
immediately and forthwith transmitted to the Treasurer. All of the cancelled bonds and interest coupons
sball remain in the custody of the Treasurer until destroyed pursuant to authorization.
.
Section 26. Amendmeuts Without Consent of Bondholders. The Agency may, from time to time
and at any time, adopt such resolutions supplemental hereto as shall not be inconsistent with the terms
and provisions hereof (which supplemental resolutions shall thereafter form a part hereof).
(a) to cure any ambiguity or formal defect or omission in this resolution or in any supple-
mental resolution, or
(b) to grant or to confer upon the Fiscal Agent for the benefit of the bondholders any
additional rights, remedies, powen, authority or security that may lawfully be granted to or
conferred upon the bondholden or the Fiscal Agent, or
(c) to add additional covenants or agreements of the Agency, or
(d) to provide for the issuance of additional bonds in conformity with this resolution.
Section 27. Ameudments with Conseut of Bondholders. The resolution, and the rights and
obligations of the Agency and of the holden of the Bonds and coupons issued hereunder, may be modified
or amended at any time by supplemental resolution adopted by the Agency with the consent of bond-
holden holding at least 60% in aggregate principal amount of the outstanding Bonds, exclusive of
Bonds, if any, owned by the Agency or the City of Santa Ana, and obtained as hereinafter set forth;
provided, however, that no such modification or amendment sball, without the express consent of the
holder or registered owner of the Bond aftected, reduce the principal amount of any Bond, reduce the
interest rate payable thereon, advance the earliest redemption date, reduce the premium payable upon
redemption thereof, extend its maturity or the times for paying interest thereon or change the monetary
medium in which principal and interest is payable, nor shall any such modification or amendment
reduce the percentage of consent required for amendment or modification.
Any act done pursuant to a modification or amendment so consented shall be binding upon the
holden of all the Bonds and interest coupons, whether such coupons be attached to Bonds or detached
therefrom, and shall not be deemed an infringement of any of the provisions of this resolution or of said
.
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~
Law, whatever the character of such act may be, and may be done and performed as fully and freely as
if express1y permitted by the terms of this resolution, and after such consent relating to such specified
matten has been given, no bondholder or holder of any interest coupon, whether attached to a Bond or
detached therefrom, shall have any right or interest to object to such action or in any manner to question
the propriety therefor or to enjoin or restrain the Agency or any officer thereof from taking any action
pursuant thereto.
If the Agency sball desire to obtain any such consent, it shall cause notice to be published in a
financial newspaper or journal of national circulation published in New York, New York. If any of
the Bonds shall be registered, the Agency shall cause the Fiscal Agent to mail a similar notice, postage
prepaid, to the respective registered ownen thereof at their addresses appearing on the bond registry
books.
Such notice shall briefty set forth the nature of the proposed supplemental resolution and shall state
that a copy thereof ~ on file at the office of the Fiscal Agent for inspection by all bondholden. The
FISCal Agent shall not, however, be subject to any liability to any bondholden by reason of his failure
to mail the notice required by this section, and any such failure shall not affect the validity of such
supplemental resolution when consented to and approved as provided in this section.
Whenever at any time within one year after the date of the publication of such notice, the Agency
shall receive an instrument or instruments purporting to be executed by the holden of not less than
60% in aggregate principal amount of the Bonds then outstanding (exclusive of Bonds, if any, owned
by the Agency or the City of Santa Ana), which instrument or instruments shall refer to the proposed
supplemental resolution described in such notice, and shall specifically consent to and approve the
adoption thereof in substantially the form of the copy thereof referred to in such notice as on file with
the Fiscal Agent, thereupon, but not otherwise, the Agency may adopt such supplemental resolution
in substantially such form, without liability or responsibility to any holder of any Bonds, whether or not
such holder shall have consented thereto.
-'
Upon the adoption of any supplemental resolution pursuant to the provisions of this section, this
resolution shall be, and shall be deemed to be, modified and amended in accordance therewith, and the
respective rights, duties and obligations under this resolution shall thereafter be determined, exercised
and enforced hereunder, subject in all respects to such modifications and amendments.
.
Section 28. Forms of Bonds. The bearer Bonds and the interest coupons pertaining thereto
and the fully registered Bonds, form of registration to appear on fully registered Bonds and the form
of assignment shall be substantially as hereinafter set forth with necessary or appropriate variations,
omissions and insertions as permitted or required by this Resolution.
[FORM OF BEARER BONDS]
UNITED STATES OF AMERJCA
STATE OF CALIFORNIA
COUN1Y OF ORANGE
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA
CITY OF SANTA ANA REDEVELOPMENT PROJECT AREA
1978 TAX ALLOCATION BOND
No.
$5,000
THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA (hereinafter some-
times called "the Agency"), a public body corporate and politic, duly organized and existing
.
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under the laws of the State of California, for value received, hereby promises to pay (but solely
from the funds hereinafter mentioned) to the bearer, on April 1, " , (subject to right of prior
redemption as hereinafter stated), upon preSentation and surrender of this bond, the sum of FIVE
THOUSAND DOLLARS ($5,000), with interest thereon (payable solely from said funds) from
the date hereof at the rate of " % per annum, interest payable semiannually on the first day Òf
April and the lint day of October of each and every year until this bond is paid, upon presentation
and surrender of the respective interest coupons hereto attached; provided, however, that if the
maturity date of this bond or, if the same is duly called for redemption, then at the date fixed for
redemption, funds are available for payment or redemption thereof, as provided in the resolution
hereinafter mentioned, this bond shall then cease to bear interest. Both principal and interest are
payable in lawful money of the United States of America at the principal office of United California
Bank. FIscal Agent for the Agency, in Los Angeles, California, or, at the option of the holder
hereof, at the office of any Paying Agent in New York, New York, or Chicago, IDinois.
This bond, the interest thereon, or any premium payable upon the redemption thereof, are not
a debt of the City of Santa Ana, the State of California or any of its political subdivisions and
neither said city, said state nor any of its political subdivisions is liable thereon, nor in any event
shall this bond or said interest or premiums be paid out of any funds or properties other than the
funds of the Agency hereinafter mentioned. This bond does not constitute an indebtedness within
the meaning of any constitutional or statutory debt limitation or restriction. Neither the members of
the Agency nor any penons executing this bond are liable penonally on this bond by reason of its
issuance.
.
This bond is one of a duly authorized issue of bonds of the Agency designated "City of Santa
Ana Redevelopment Project Area, 1978 Tax Allocation Bonds" (hereinafter called "the bonds")
limited in aggregate principal amount to $13,500,000, all of like tenor (except for bond numben and
maturity date and differences, if any, in interest rate) and all of which have been iss11ed pursuant to
and in full conformity with the Constitution and laws of the State of Califórnia and particu1arly the
Community Redevelopment Law (Part I of Division 24 of the Health and Safety Code of the State
of California) for the purpose of financing a portion of the cost of the redevelopment project above
designated, and are authorized by and issued pursuant to Resolution No. '" ,," (hereinafter
called "the resolution") adopted by the Agency on February 28, 1978, and all of the bonds are
equally secured in accordance with the terms of the resolution, reference to which is hereby made
for a specific description of the security therein provided for said bonds, for the nature, extent
and manner of enforcement of such security, for the covenants and agreements made for the benefit
of the bondholders, and for a statement of the rights of the bondholden, and by the acceptance
of this bond the holder thereof and of the coupons attached hereto assents to all of the terms,
conditions and provisions of said resolution. In the manner provided in the resolution, said
resolution and the rights and obligations of the Agency and of the holden of said bonds and coupons,
may (with certain exceptions as stated in said resolution) be modified or amended with the consent
of the holden of at least 60% in aggregate principal amount of outstanding bonds, exclusive of
bonds, if any, owned by the Agency or the City of Santa Ana.
The principal of this bond, the interest thereon, and any premium payable upon redemption
thereof are secured by an irrevocable and lint pledge of, and are payable solely from, the Tax
Revenues (as such term is defined in the resolution) and other funds, all as more particularly set
forth in the resolution.
If this bond matures on or after April 1, 1990, it is callable and redeemable prior to maturity
in accordance with the provisions for redemption endoned hereon.
This bond and the coupon hereto attached are negotiable instruments and shall be negotiable
by delivery. This bond (issued in the form of a bearer bond and herein sometimes referred to
.
16
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2/28/78
as "bearer bond"), is not registrable by endonement. Fully registered bonds may be exchanged
for a like aggregate principal amount of bearer bonds of the same series, interest rate and maturity
bearing all unmatured coupons or for a like aggregate principal amount of fully registered bonds
of other authorized denominations of the same series, interest rate and maturity and bearer bonds
bearing all unmatured coupons may be exchanged for a like aggregate principal amount of fully
registered bonds of authorized denomination of the same series, interest rate and maturity.
It is hereby recited, certified and declared that any and all acts, conditions and things required
to exist, to happen and to be performed precedent to and in the issuance of this bond exist, have
happened and have been performed in due time, form and manner as required by the Constitution
and statutes of the State of California.
~
IN WITNESS WHEREOF, the Community Redevelopment Agency of the City of Santa Ana has
caused this bond to be signed on its behalf by its Chairman by his facsimile signature and by its
Secretary and the seal of said Agency to be inIpressed, inIprinted or reproduced hereon, and the
interest coupons hereto attached to be signed by said Secretary by his facsimile signature and this
bond to be dated the first day of April, 1978.
Chairman of the Community Redevelopment Agency
of the City of Santa Ana
(SEAL)
Secretary of the Community Redevelopment Agency
of the City of Santa Ana
[COUPON FORM]
.
THE COMMUNITY REDEVBOPMENT AGENCY OF THE CITY OF SANTA ANA, subject
to the provisions on the revene hereof, will pay to bearer, at the principal office of
UNITED CALIFORNIA BANK, FIscal Agent for the Agency, in Los Angeles, California,
or, at the option of the holder hereof, at the office of any Paying Agent of the
Agency in New York, New York, or Chicagn, Dlinois, solely out of the funds Coupon No. ,
mentioned in the bond to which this coupon is attached, the sum of $, " """
in lawful money of the United States of America, being the semiannual interest
then due on its CITY OF SANTA ANA REDEVELOPMENT PROJECT AREA, 1978 TAX No.
ALLOCATION BoND, dated April 1, 1978.
On the first day of
" 19,
Secretary of the Community Redevelopment Agency
of the City of Santa Ana
[REVERSE OF COUPON]
H the bond to which this coupon is attached is duly called for redemption on a date prior to the
maturity date of this coupon, this coupon will be void.
.
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PROVISIONS FOR REDEMPTION
If this bond matures on or after April 1, 1990, it is redeemable at the prices, in the manner, subject
to the terms and provisions, and with the effect, set forth in the resolution of the Community Redevelop-
ment Agency of the City of Santa Ana referred to on the face of this bond, at the option of said Agency,
on April 1, 1989, or on any interest payment date thereafter prior to maturity.
[FORM OF FULLY REGISTERED BOND]
Fully Registered Bond
~
No.R,
Bearer Bond Nos.
UNITED STATES OF AMERICA
STATE OF CALIFORNIA
COUNTY OF ORANGE
COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA
CITY OF SANTA ANA REDEVELOPMENT PROJECT ~
1978 TAX ALLOCATION BOND
.
THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA (hereinafter some-
times called "the Agency"), a public body, corporate and politic, duly organized and existing under
the laws of the State of California, for value received, hereby promises to pay (but solely from the
funds hereinafter mentioned) to ' ,,"'" ,," '" ,"""" "or
registered assigns on April 1, (subject to the right of prior redemption hereinafter mentioned),
the principal sum of " " " , , , , , Dollars ($ , " ), together with
interest thereon from the interest payment date next preceding the date hereof (unless the date
hereof is prior to October 1, 1978, in which event from April I, 1978, or unless this Bond is dated
Aprill, or October I, in which event from the date hereof) at the rate of % per annum, interest
payable semiannually on the lint day of April and the lint day of October of each and every year
until this bond is paid, provided, however, that if at the maturity date of this bond or, if the same
is duly called for redemption, then at the date fixed for redemption, funds are available for payment
or redemption thereof, as provided in the resolution hereinafter mentioned, this bond shall then
cease to bear interest Both principal and interest are payable in lawful money of the United States
of America and (except for interest which is paYllble by check or draft mailed to the registered
owners hereof as provided in the Resolution hereinafter referred to) are payable at the principal
office of United California Bank, Fiscal Agent for the Agency, in Los Angeles, California, or, at
the option of the holder hereof, at the office of any Paying Agent of the Agency in New York,
New York, or Chicago, 1IIinois.
This bond, the interest thereon, or any premium payable upon the redemption thereof, are not
a debt of the City of Santa Ana, the State of California or any of its political subdivisions and
neither said city, said state nor any of its political subdivisions is liable thereon, nor in any event
sball this bond or said interest or premiums be payable out of any funds or properties other Ìhan
the funds of the Agency hereinafter mentioned. This bond does not constitute an indebtedness
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within the meaning of any constitutional or statutory debt limitation or restriction. Neither the
memben of the Agency nor any penons executing this bond are liable personally on this bond by
reason of its issuance.
~
This bond is one of a duly authorized issue of bonds of the Agency designated "City of Santa
Ana Redevelopment Project Area, 1978 Tax Allocation Bonds" (hereinafter called "the bonds")
limited in aggregate principal amount to $13,500,000, all of like tenor (except for bond numben
and maturity dates and differences, if any, in interest rate) and all of which have been issued
pursuant to and in full conformity with the Constitution and laws of the State of California and
particularly the Community Redevelopment Law (Part I of Division 24 of the Health and Safety
Code of the State of California) for the purpose of financing a portion of the cost of the redevelop-
ment project above designated, and are authorized by and issued pursuant to Resolution No. '"
(hereinafter called "the resolution") adopted by the Agency on February 28, 1978, and all of the
bonds are equally secured in accordance with the terms of the resolution, reference to which is hereby
made for a specific description of the security therein provided for said bonds, for the nature, extent
and manner of enforcement of such security, for the covenants and agreements made for the benefit
of the bondholders, and for a statement of the rights of the bondholden, and by the acceptance of this
bond the holder thereof assents to all of the terms, conditions and provisions of said resolution. In the
manner provided in the resolution, said resolution and the rights and obligations of the Agency and of
the holden of said bonds, may (with certain exceptions as stated in said resolution) be modified or
amended with the consent of the holden of 60% in aggregate principal amount of outstanding bonds,
exclusive of issuer-owned bonds.
The principal of this bond, the interest thereon, and any premium payable upon redemption
thereof are secured by an irrevocable, and lint pledge of, and are payable solely from, the Tax
Revenues (as such term is defined in said resolution) and other funds, all as more particularly
set forth in the resolution.
If this bond matures on or after April 1, 1990, it is callable and redeemable prior to maturity
in accordance with the provisions for redemption endorsed hereon.
.
This bond is issued in fully registered form (herein sometimes referred to as "fully registered
bond") and is non-negotiable. This bond may be exchanged for a like aggregate principal amount
of bearer bonds of the same series, interest rate and maturity bearing all unmatured coupons or for
a like aggregate principal amount of fully registered bonds of other authorized denominations of
the same series, interest rate and maturity and bearer bonds bearing all unmatured coupons may
be exchanged for a like aggregate principal amount of fully registered bonds of authorized denomina-
tions of the same series, interest rate and maturity.
This bond is transferable by the registered owner hereof, in person or by his ,attorney duly
authorized in writing, at the principal office of the Fiscal Agent in Los Angeles, California, but only
in the manner, subject to the limitations and upon payment of the charges provided in the resolution,
and upon surrender and cancellation of this bond. Upon such transfer a new registered bond of
authorized denomination or denominations for the same aggregate principal amount of the same
series, interest rate and maturity will be issued to the transferee in exchange herefor.
The Agency and the Fiscal Agent may treat the registered owner hereof as the absolute owner
hereof for all purposes, and the Agency and the Fiscal Agent shall not be affected by any notice to
the contrary.
It is hereby recited, certified and declared that any and all acts, conditions and things required
to exist, to happen and to be performed precedent to and in the issuance of this bond exist, have
.
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happened and have been performed in due time, form and manner as required by the Constitution
and statutes of the State of California.
This bond shall not be entitled to any benefit under the resolution, or become valid or obligatory
for any purpose, until the certificate of authentication hereon endoned shall have been signed
by the Fiscal Agent.
IN WITNESS WHEREOF, the Community Redevelopment Agency of the City of Santa Ana has
caused this bond to be signed on its behalf by its Chairman by his facsimile signature and by its
Secretary and the seal of said Agency to be impressed, imprinted or reproduced hereon, and this bond
to be dated the , day of , ,,19,..
~
Chairman of the Community Redevelopment Agency
of the City of Santa Ana
(SEAL)
Secretary of the Community Redevelopment Agency
of the City of Santa Ana
[FORM OF CERTIFICATE OF AUTHENTICATION ON FULLY REGISTERED BONDS]
This is one of the bonds described in the within-mentioned resolution.
UNITED CALIFORNIA BANK
FIscal Agent
By
.
[FORM OF ENDORSEMENT ON REGISTERED BONDS]
This registered bond, issued in fully registered form without coupons, is issued in lieu of or
in exchange for bearer bond(s) of this issue of the denomination of $5,000 and bearing the
bond numben shown on the face hereof, each not contemporaneously outstanding, aggregating
the face value hereof; and bearer bonds of this same issue and of the denomination of $5,000
and bearing the numbers above referred to, have been reserved and will be issued in exchange
for this bond in the manner, with the effect and under the terms and conditions stated on the
face of the bond and in the resolution referred to therein.
[FORM OF ASSIGNMENT]
For value received, " hereby sells, assigns
and transfen unto .., .........." ............".., .. .. .. .. .. ,
the within-mentioned bond and hereby irrevocably constitutes and appoints
""',"""" """" """""""""""""""""""attomey,
to transfer the same on the books of the Fiscal Agent with full power of substitution in the premises.
.. . . ' . , . . . '
Dated:
NOTE: The signature to this Assignment must correspond with the name as written on the face of
the within bond in every particular, without alteration or enlargement or any change
whatsoever.
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2/28/78
PROVISIONS FOR REDEMPTION
If this bond matures on or after April 1, 1990, it is redeemable at the prices, in the manner, and
subject to the terms and provisions, and with the effect, set forth in the resolution of the Community
Redevelopment Agency of the City of Santa Ana, referred to on the face of this bond, at the option of said
Agency, on April I, 1989, or on any interest payment date thereafter prior to maturity.
Section 29. Events of Default. Each of the following events is hereby declared an "Event of
Default", that is to say, if:
(a) The Agency shall fail to pay the principal on the Bonds when due and payable;
~
(b) The Agency shall fail to pay interest on the Bonds when due and payable;
(c) The Agency shall fail in the performance or observance by it of any. of the covenants,
agreements or conditions contained in this resolution, or in the Bonds, and continues in such failure
for a period of 60 days after written notice to the Agency by the FIscal Agent or by the holden
of not less than 25 % in aggregate principal amount of the then outstanding Bonds; and
(d) Under the provisions of any law now or hereafter existing for the relief or aid of debton
any court of competent jurisdiction shall assume custody or control of the Agency, and any such
custody or control shall Dot be terminated within 60 days from the date of assumptien of such
custody or control.
.
Upon the happening and continuance of any event or default, the Fiscal Agent may, and upon the
request of the holden of not less than a majority in aggregate principal amount of the Bonds at the
time outstanding shall, declare the principal of all the ßonds then outstanding, and the intèrest accrued
thereon, to be due and payable immediately and upon such declaration the same shall become and
shall be immediately due and payable, anything in this Resolution or in the Bonds contained to the
contrary notwithstanding. This provision, however, is subject to the condition that if, at any time after
the principal of the Bonds shall have been so declared due and payable, the Agency shall pay to or shall
deposit with the Fiscal Agent a sum sufficient to pay all principal on the Bonds matured prior to such
declaration and all matured installments of interest (if any) upon all the Bonds, and any and all other
defaults known to the Fiscal Agent (other than in the payment of principal of and interest on the Bonds
due and payable solely by reason of such declaration) shall have been made good or cured to the satis-
faction of the Fiscal Agent (or provision deemed by the FIscal Agent to be adequate sball have been
made therefor) then, and in every such case, the Holden of not less than a majority in aggregate
principal amount of the Bonds then outstanding, by written notice to the Agency and to the Fiscal
Agent, may, on behalf of the Holden of all the Bonds, rescind and annul such declaration and its
consequences; but no such rescission and annulment shall extend to or shall afiect any subsequent
default, or shall impair o,r exhaust any right or power consequent thereto.
In case one ex more of the events of default shall happen, then, in every such case, the FISCal
Agent may, and upon written request of holders of not less than a majority in aggregate principal
amount of the Bonds then outstanding (exclusive of the Bonds owned by the Agency or the City of
Santa Ana), shall proceed to protect and enforce the rights vested in Bondholden by this Resolution by
appropriate judicial proceeding.
In the event that the Fiscal Agent upon the occurrence of any event of default, shall have taken
some action, it shall have the full power, in the exercise of its discretion, to continue, discontinue,
withdraw, compromise, settle or otherwise dispose of such action unless, if the event of default is still
in existence, and if at the time there has been filed with them the written request siglled by the
Holders of at least a majority in principal amount of the Bonds outstanding opposing such continuance,
discontinuance, withdrawal, settlement or other disposal of such litigation, then the Fiscal Agent may
.
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2/28/78
~
not discontinue, withdraw, compromise, settle or otherwise dispose of any litigation, pending at law or
in equity.
No delay or omission of the Fiscal Agent or of any Holder of the Bonds or coupons to exercise
any right or power arising upon the happening of any event of default shall impair any such right or
power or shall be construed to be a waiver of any such event of default or any acquiescence therein,
and every power and remedy given by this Section to the FIScal Agent or to the Holden of Bonds
may be exercised from time to time and as often as shall be deemed expedient by the FISCal Agent or
the Holders of the Bonds. No remedy herein conferred upon or served to the Fiscal Agent or to the
Holders of Bonds is intended to be exclusive of any other remedy, and every such remedy shall be
cumulative and sball be in addition to every other remedy given hereunder or now or hereafter existing,
at law or in equity or by statute or otherwise. However, the effect of any such remedies may be limited
by the laws of the State of California as affecting such remedies and may also be limited by laws
governing bankruptcy, insolvency, or other matten affecting the enforcement of crediton' rights.
Section 30. Proceedings CoDStitute Contract. The provisions of this resolution, of the resolutions
providing fOl" the sale of the Bonds and awarding the Bonds and fixing the interest rate or rates thereon,
and of any other resolution supplementing or amending this resolution and' adopted prior to the issuance
of the Bonds hereunder, shall constitute a contract between the Agency and the bondholden and the
provisions thereof shall be enforceable as provided in Section, 29 hereof for the equal benefit and protec-
tion of all bondholden similarly situated by mandamus, accounting, mandatory injunction or any other
suit, action or proceeding at law or in equity that is now or may hereafter be authorized under the laws
of the State of California in any court of competent jurisdiction. Said contract is made under and is to
be construed in accordance with the laws of the State of California.
After the issuance and delivery of the Bonds this resolution and supplementary resolutions thereto
shall be irrepealable, but shall be subject to modification or amendment to the extent and in the manner
provided in this resolution, but to no greater extent and in no other manner.
.
Section 31. Defeasance. If the Agency shall payor cause to be paid, or shall have made pr0-
visions to pay, or there shall have been set aside in trust funds to pay, to the holders of the Bonds and
coupons, the principal and interest, and premium, if any, to become due thereon, then the pledge of
the Tax Revenues and all other rights granted hereby, shall thereupon cease, terminate and become void
and be discharged and satisfied.
Bonds or coupons for the payment and discharge of which upon maturity, or upon redemption
prior to maturity, provision has been made through the setting apart in a reserve account or special
trust account created pursuant to this resolution or otherwise to insure the payment thereof, of money
sufficient for the purpose or through the irrevocable segregation for that purpose in some sinking account
or other fund or trust account of moneys sufficient therefor, includilig, but not limited to, investment
income earned or to be earned on direct obligations of the United States of America or bonds or other
obligations for which the faith and credit of the United States of America are pledged for the payment
of principal and interest, or other investments which are authorized investments of the Agency, shall
as provided herein, no longer be deemed to be outstanding and unpaid; provided, however, that if any
such Bonds are to be redeemed prior to the maturity thereof, the Agency shall have taken all action
necessary to redeem such Bonds and notice of such redemption shall have been duly given or provision
made for the giving of such notice; and provided, further, that, if the maturity or redemption date of
any such Bond shall not have arrived, provision shall have been made by the Agency by deposit, for
the payment to the holder of any such Bonds and coupons, upon surrender thereof, whether or not prior
to the maturity or redemption date thereof, of the full amount to which they would be entitled by way
of principal, premium, if any, or interest to the date of such maturity or redemption, including in the
computation of said full amount any income to be earned by way of investment of said deposit, as
.
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provided below, and provision shall have been made by the Agency, for the publication, in a financial
newspaper or journal of general circulation in The City of New York. New York, of a notice to the
holden of such Bonds and coupons that such moneys are available for such payment.
Moneys held for payment or redemption in accordance with the provisions of this section shall
be invested in direct obligations of the United States of America, or bonds or other obligations for
which the faith and credit of the United States of America are pledged for the payment of principal
and interest, or other investments which are authorized investments of the Agency, to mature or be with-
drawable, as the case may be, not later than the time when needed for such payment or redemption.
Net income earned on such investments may be paid to the Agency or may be used for the payment or
redemption of Bonds and to the extent permitted by law may be considered as adequate provision for
payment.
Section 32. SevenbUity. If any covenant, agreement or provision, or any portion thereof, contained
in this resolution, or if the application thereof to any penon or circumstances, is held to be unconstitutional,
invalid and unenforceable, the remainder of this resolution and the application of any such covenant, agree-
ment or provision, or portion thereof, to other penons or circumstances, shall be deemed severable and
shall not be affected, and this resolution and the Bonds issued punuant hereto sball remain valid and the
bondholden sball retain all valid rights and benefits accorded to them under this resolution and the
Constitution and laws of the State of California.
If any provision relating to the duties of the Fiscal Agent are held to be unconstitutional, invalid
or unenforceable, said duties shall be performed by the Treasurer.
Section 33. Elfectlve Date. This resolution shall take effect upon adoption.
PASSED AND ADOPTED this 28th day of February, 1978.
.
~'A--~~""A~ ,-
Chairman of the Community Redevelopment
Agency of the City of Santa Ana
Attest:
~~
Secretary of the Community Redevelopment
Agency of the City of Santa Ana
(Seal)
APPROVED AS TO FORM:
¿'sç#j G:to=ey
23