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Home My WebLink AboutRESO 9943 PALO ALTO PUBLIC IMPROVEMENT CORPORATION Resolution No. 9943 A Resolution Approving, Authorizing and Directing Execution of Certain Lease Refinancing Documents and Authorizing and Directing Certain Actions with Respect Thereto RESOLVED, by the Palo Alto Public Improvement Corporation (the "Corporation"): R E C I T A L S WHEREAS, the City of Palo Alto, a chartered municipal corporation duly organized and existing under the Constitution and laws of the State of California (the "City") desires to finance the costs of acquiring and constructing a public safety building to be located at 250 Sherman Avenue (the “Public Safety Building”); WHEREAS, in order to finance the Public Safety Building, the City has determined to provide for the execution and delivery of one or more series of City of Palo Alto 2021 Certificates of Participation (Public Safety Building) (the “Certificates”); WHEREAS, the City has additionally proposed to lease a City asset (the “Leased Property”), to the Corporation under a Property Lease by and between the City, as lessor, and the Corporation, as lessee (the “Property Lease”), and the Corporation proposes to lease the Leased Property back to the City under a Lease Agreement, by and between the City, as lessee, and the Corporation, as lessor (the “Lease Agreement”), in consideration of the payment by the City of semi‐annual lease payments (the “Lease Payments”); WHEREAS, the Corporation proposes to assign its right to receive the Lease Payments to U.S. Bank National Association, as trustee (the “Trustee”), under an Assignment Agreement (the “Assignment Agreement”), by and between the Corporation and the Trustee, and in consideration of such assignment the Trustee has agreed to execute and deliver the Certificates, each evidencing a direct, undivided fractional interest in the Lease Payments, in accordance with a Trust Agreement to be executed by and among the Trustee, the City and the Corporation (the “Trust Agreement”); WHEREAS, in connection therewith, it is in the public interest and for the public benefit that the Corporation authorize and direct execution of the Property Lease, the Lease DocuSign Envelope ID: DAD1C2C2-7ADF-408C-92A3-F4F94AD47583 -2- Agreement, the Trust Agreement and certain other financing documents in connection therewith; and WHEREAS, the documents below specified have been filed with the Corporation, and the members of the Corporation have reviewed said documents. NOW THEREFORE THE CITY COUNCIL OF THE CITY OF PALO ALTO RESOLVES AS FOLLOWS: Section 1. The below‐enumerated documents be and are hereby approved, and the President and the Vice President are hereby separately authorized and directed to execute said documents, with such changes, insertions and omissions as may be approved by such official, and the Secretary of the Corporation is hereby authorized and directed to attest to such official's signature: (a) the Property Lease, relating to the lease of the Leased Property by the City to the Corporation, by and between the City, as lessor, and the Corporation, as lessee; (b) the Lease Agreement, relating to the lease of the Leased Property by the Corporation back to the City, between the Corporation, as lessor, and the City, as lessee; (c) the Trust Agreement, by and among the Corporation, the City and the Trustee, relating to the execution and delivery of the Certificates, evidencing the fractional interests of the owners thereof in the Lease Payments to be made by the City under the Lease Agreement; and (d) the Assignment Agreement, by and between the Corporation and the Trustee, pursuant to which the Corporation will assign certain of its rights under the Lease Agreement, including its right to receive the Lease Payments thereunder, to the Trustee. Section 2. The President, Vice President, Executive Director, Treasurer, Secretary and other officials of the Corporation are hereby authorized and directed to execute such other agreements, documents and certificates as may be necessary to effect the purposes of this resolution and the lease financing herein authorized. / / / / / / / / DocuSign Envelope ID: DAD1C2C2-7ADF-408C-92A3-F4F94AD47583 -3- Section 3. The Corporation hereby approves the competitive sale of the Certificates in accordance with the Notice of Sale in substantially the form on file with the Corporation. I hereby certify that the foregoing resolution was duly adopted at a meeting of the Palo Alto Public Improvement Corporation held on the 1st day of February, 2021, by the following vote: AYES, and in favor of: CORMACK, DUBOIS, FILSETH, KOU, STONE NOES: BURT, TANAKA ABSENT: Secretary APPROVED AS TO FORM: Jones Hall, A Professional Law Corporation Bond Counsel DocuSign Envelope ID: DAD1C2C2-7ADF-408C-92A3-F4F94AD47583 Certificate Of Completion Envelope Id: DAD1C2C27ADF408C92A3F4F94AD47583 Status: Completed Subject: Please DocuSign: RESO 9943 PIC Authorizing Directing Execution of Certain Lease Refinancing Doc... Source Envelope: Document Pages: 3 Signatures: 2 Envelope Originator: Certificate Pages: 2 Initials: 0 Danielle Kang AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 Danielle.Kang@cityofpaloalto.org IP Address: 199.33.32.254 Record Tracking Status: Original 2/17/2021 2:35:12 PM Holder: Danielle Kang Danielle.Kang@cityofpaloalto.org Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp Christopher K. Lynch clynch@joneshall.com Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 71.198.250.117 Sent: 2/17/2021 2:36:52 PM Viewed: 2/18/2021 4:52:30 PM Signed: 2/18/2021 4:52:41 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Beth Minor beth.minor@cityofpaloalto.org City Clerk City of Palo Alto Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 199.33.32.254 Sent: 2/18/2021 4:52:42 PM Viewed: 2/18/2021 5:44:53 PM Signed: 2/18/2021 5:45:17 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 2/17/2021 2:36:52 PM Envelope Summary Events Status Timestamps Certified Delivered Security Checked 2/18/2021 5:44:53 PM Signing Complete Security Checked 2/18/2021 5:45:17 PM Completed Security Checked 2/18/2021 5:45:17 PM Payment Events Status Timestamps