CC RESOLUTION 4380RESOLUTION NO. 4380
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF EL SEGUNDO
AUTHORIZING THE EXECUTION AND DELIVERY OF A PROPERTY
LEASE/PURCHASE AGREEMENT, SITE LEASE AND RELATED
INSTRUMENTS, AND DETERMINING OTHER MATTERS IN
CONNECTION THEREWITH.
WHEREAS, the City of El Segundo (the "City") has previously financed the acquisition
of various municipal facilities, consisting of the municipal golf course, a clubhouse and other
standard golf course facilities (collectively, the "City Leased Property"), and has raised the
necessary funds to construct the City Leased Property from the proceeds of the Certificates of
Participation (ABAG XXV) dated as of August 1, 1992, the portion allocable to the City issued
in the original principal amount of $5,575,000 (the "1992 Certificates "); and
WHEREAS, the 1992 Certificates represent proportionate interests of the owners thereof
in base rental payments to be made by the City under that certain recorded Lease Agreement
dated as of August 1, 1992 (the "1992 Lease "), by and between the ABAG Finance Corporation
as lessor ( "ABAG ") and the City as lessee of the City Leased Property; and
WHEREAS, in connection with the 1992 Certificates, the City has previously leased the
site of the City Leased Property, constituting the real property more particularly described in
Exhibit B attached hereto and by this reference incorporated herein (the "Site "), to ABAG as
confirmed pursuant to that certain recorded Site Lease dated as of August 1, 1992 (the "1992 Site
Lease "), by and between the City as lessor and ABAG as lessee of the City Leased Property; and
WHEREAS, the City has determined that it is in the City's best economic interests to
refinance its obligations under the 1992 Lease at this time by providing for the current refunding
of the 1992 Certificates; and
WHEREAS, the City Council of the City has determined that in order to provide funds
for such purpose and for the purpose of financing the costs of the construction of certain
improvements on certain real property the City is proposing to enter into a Lease Agreement,
dated as of June 1, 2004, by and between the LaSalle Bank National Association, as lessor and
the City, as lessee (the "Lease Agreement "); and
WHEREAS, the City is also proposing to enter into a Site Lease, dated as of June 1, 2004
(the "Site Lease "), by and between the City, as Site Lessor and LaSalle Bank National
Association, as Site Lessee, and an Escrow Deposit and Trust Agreement, dated as of June 1,
2004 (the "Escrow Deposit and Trust Agreement "), by and between the City and U.S. Bank
National Association, as Escrow Bank, substantially in the forms on file with the City Clerk of
the City; and
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF EL SEGUNDO DOES HEREBY RESOLVE AS FOLLOWS:
IRV #4837 -8598 -8096 VI -I-
1. Recitals. The City Council of the City finds and declares that the above recitals
are true and correct and incorporates them herein.
2. Approval of Lease Agreement. The City Council hereby approves the Lease
Agreement in substantially the form thereof on file with the City Clerk together with any
additions thereto or changes therein deemed necessary or advisable by the City Manager,
and execution of the Lease Agreement shall be deemed conclusive evidence of the City
Manager's approval of such additions or changes. The City Manager and City Clerk of the
City or any Deputy City Clerk of the City are hereby authorized and directed to execute,
attest and affix the seal of the City to the Lease Agreement for and in the name and on
behalf of the City. The City Council hereby authorizes the delivery and performance of the
Lease Agreement.
3. Annroval of Site Lease. The City Council hereby approves the Site Lease in
substantially the form thereof on file with the City Clerk together with any additions
thereto or changes therein deemed necessary or advisable by the City Manager, and
execution of the Site Lease shall be deemed conclusive evidence of the City Manager's
approval of such additions or changes. The City Manager and City Clerk of the City or any
Deputy City Clerk of the City are hereby authorized and directed to execute, attest and
affix the seal of the City to the Site Lease for and in the name and on behalf of the City.
The City Council hereby authorizes the delivery and performance of the Site Lease.
4. Approval of Escrow Deposit and Trust Agreement. The City Council hereby
approves the Escrow Deposit and Trust Agreement in substantially the form thereof on file
with the City Clerk together with any additions thereto or changes therein deemed
necessary or advisable by the City Manager, and execution of the Escrow Deposit and
Trust Agreement shall be deemed conclusive evidence of the City Manager's approval of
such additions or changes. The City Manager and City Clerk of the City or any Deputy
City Clerk of the City are hereby authorized and directed to execute, attest and affix the
seal of the City to the Escrow Deposit and Trust Agreement for and in the name and on
behalf of the City. The City Council hereby authorizes the delivery and performance of the
Escrow Deposit and Trust Agreement.
5. Official Action. All actions heretofore taken by the officers and agents of the
City with respect to the Lease Agreement, Site Lease and Escrow Deposit and Trust
Agreement and the transactions contemplated thereby are hereby approved, confirmed and
ratified. The Mayor, the City Manager, the Administrative Services Director, the City
Attorney, the City Clerk and any and all other officers of the City are hereby authorized
and directed, for and in the name and on behalf of the City, to do any and all things and
take any and all actions, including execution and delivery of any and all assignments,
certificates, requisitions, including requisitions for the payment of costs of issuance of the
Lease Agreement, agreements, notices, consents, instruments of conveyance, warrants and
other documents, which they, or any of them, may deem necessary or advisable in order to
consummate the transactions contemplated under this Resolution.
6. Effective Date. This Resolution shall take effect from and after the date of
approval and adoption thereof.
IR V #4837 -8598 -8096 v 1 -2-
7. Certification. The Secretary of the Agency shall certify the adoption of this
Resolution.
PASSED, APPROVED, AND ADOPTED this 1st day of June 2004.
PI
ATTEST:
CINDY WAORTESEN, City Clerk
MARK D. HENS'-L' Y, City Attorney
IRV #4837- 8598 -8096 vI -3-
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
CITY OF EL SEGUNDO
I, Cindy Mortesen, City Clerk of the City of El Segundo, do hereby certify that the
foregoing Resolution was duly adopted by the City Council of the City of El Segundo at a
regular meeting held on the 1st day of June 2004 by the following vote of the
Council:
AYES: McDowell, Gaines, Boulgarides, Busch, Jacobson
NOES: None
ABSENT: None
ABSTAIN: None
Cindy Mort en
City Clerk
IRV #4837- 8598 -8096 v -4-