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HomeMy WebLinkAbout1980-076 CRA 8 . , . ~ . 8 ~ RESOLUTION NO. 80-76 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980, SERIES A, FOR THE PURPOSE OF PURCHASING MORTGAGE LOANS TO PROVIDE FINANCING FOR A RESIDENTIAL CONSTRUCTION PROJECT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980, SERIES A Adopted July 1, 1980 Supplemental to Resolution No. 80-75, adopted July l, 1980 , . , . . I A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980, SERIES A, FOR THE PURPOSE OF PURCHASING MeRTGAGE LOANS TO PROVIDE FINANCING FeR A RESIDENTIAL CONSTRUCTION PROJECT TABLE OF CONTENTS ARTICLE I DEF,IN IT IONS 101. Definitions. . . . . . . . . . . . . . . . . . . , . . . . . . 2 ARTICLE II AUTHORIZATION, TERMS AND ISSUANCE OF BONDS, ISSUE OF 198O, SERIES A 201. Purpose of Issue, Mixed Residential and Commercial Structures. . . . 202. Authorization, Specifications, Trustee. . . . . . . . . . . . . . . 203. Redemption at the Option of the Agency and Terms. . . . . . . . . . 204. SinkingFundlnstallments...........,.......... ARTICLE III SALE AND DELIVERY OF THE BONDS 301. Sale of Bonds.....,... ............... 302. Manual Authentication of Bonds. . . . . . . . . . . . . . . 303. Delivery of Bonds.,........................ 304. FurtherAuthority..............,........... ARTICLE IV APPLICATION OF BOND PROCEEDS 401. Application of Proceeds of Bonds. . . . . . . . . . . . . . 402. Application of Program Participation Fees. . . . . . . . . . . . . . (i) Page 3 3 4 5 7 7 7 7 9 9 ARTICLE V FURTHER CO VENANTS 501. Covenant as to Application of Proceeds of Bonds. . . . , . . , . . . 12 502. Covenant Re Purchase of Mortgage Loans. . . . . . . . . . . . . . . 12 503. Covenant Re Application of Moneys in Mortgage Loan Purchase Account..............................12 504. Covenant as to Mortgage Insurance. . . , . . . . . . . . . , . . . . 12 505. Covenant Re Asset Coverage Test Certificates. . . . . . . . . . , . 13 506. Non-Arbitrage Covenant. . . . . , . , . . . . , . . . . . . 13 507. Non-Arbitrage Certification. . . . . . . . . . . . . . . .. 13 508. Covenant re Standard & Poor's Corporation. . . . . . . . . . . .. 13 ARTI CLE VI EFFECTIVE DATE 601. Confirmation and Ratification of Resolution No. 80-75. . .. 15 602. EffectiveDate..........,..............,. 15 (i i) . . . . . 8 I . I . . 8 "', " RESOLUTION NO. 80-76 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980, SERIES A, FOR THE PURPOSE OF PURCHASING MORTGAGE LOANS TO PROVIDE FINANCING FOR A RESIDENTIAL CONSTRUCTION PROJECT Supplemental to Resolution No. 80-75, adopted July 1, 1980, WHEREAS, the legis lature of the State of Cal ifornia has authorized redevelopment agencies to purchase long-term, low-interest rate loans made to provide financing for new residential construction in redevelopment project areas in order to encourage investment within and to upgrade such areas and has authorized redevelopment agencies to issue bonds to finance the purchase of such loans; WHEREAS, the Agency has heretofore determined by Resol ution No. 80- 75, adopted July 1, 1980, to provide for the issuance of Residential Mortgage Revenue Bonds for the purpose of purchasing Mortgage Loans to provide Financing for Residential Construction within the Agency's City of Santa Ana COI1I11unity Redevelopment Project Area in order to encourage investment within and to upgrade such Project Area; WHEREAS, it is necessary at this time to provide for the issuance of such Residential Mortgage Revenue Bonds, Issue of 1980, Series A, the proceeds of which shall be used to so purchase Mortgage Loans; and WHEREAS, all acts, conditions and things required by law to exist, happen and be performed precedent to and in connection with the issuance of the Bonds ex ist, have happened and have been performed in regul ar and due time, form and manner as required by law, and this Agency is now duly empowered by Resolution No. 80-75 and this Supplemental Resolution to issue the 80nds; NOW, THEREFORE, IT IS ORDERED, as follows: ARTI CLE I DEFINITIONS 101. Definitions. A. Except' as provided in Paragraph B of this Section, all defined terms contained in the Resolution shall have the mean ings herein as set forth therein. B. The terms defined in this Section shall, for all purposes of this Resolution, have the following meanings, unless the context otherwise requires: Bonds means the bonds of the Agency authorized by Resolution No. 80-75 and tti'TšSupplemental Resolution. Resolution means Resolution No. 80-75, "A Resolution of the Community Redevelopment Agency of the City of Santa Ana Authorizing the Issuance of Residential Mortgage Revenue Bonds for the Purpose of Purchasing Mortgage Loans to Provide Financing for a Residential Construction Project, Issue of 1980, Series A" as supplemented by Resolution No, 80-76, "A Resolution of the Community Redevelopment Agency of the City of Santa Ana Authorizing the Issuance of Residential Mortgage Revenue Bonds, Issue of 1980, Series A, for the Purpose of Purchasing Mortgage Loans to Provide Financing for a Residential Construction Project" (herein together referred to as the "Resolution"); . Supplemental Resolution means this Supplemental Resolution, being a "Supplemental Resolution" as such term is defined in the Resolution and being supplemental to Resolution No. 80-75, adopted by the Agency on July 1, 1980. Term Bonds means the Bonds so designated in this Supplemental Resolution as Term Bonds and maturing as designated herein. 2 , . , . . I . . . . . 8 ",-.,.,. ,M.'"p. , , ARTICLE II AUTHORIZATION, TERMS AND ISSUANCE OF BONDS, ISSUE OF 1980, SERIES A 20t. Purpose of Issue. Pursuant to the Resolution, Bonds are authorized to be issued by this Supplemental Resolution in the principal amount of $11,500,000, and it is hereby determined that the issuance at th is time of such principal amount of Bonds is necessary for the- purpose of purchasing Mortgage Loans to provide Financing for the Residential Mortgage Financing Program for the City of Santa Ana Community Redevelopment Project Area, including the Costs of Issuance and other costs and expenses incidental thereto or connected therewith, all as authorized by the Act and the Resolution. 202. Authorization, Specifications, Trustee. Bonds are authorized to be issued by this Supplemental Resolution with the following specifications. In other material details reference is made to the Resolution. Designation. The Bonds are designated "Community Redevelopment Agency of the City of Santa Ana, Residential Mortgage Revenue Bonds, Issue of 1980, Series A." Denomination. The Bonds may be issued in the form of coupon bearer Bonds in the denomination of $5,000 each, or in the form of Fully Registered Bonds, in the denomination of $5,000 each or any whole 1IIJ1tiple thereof. Date. The Bonds which are bearer Bonds shall be dated July l, 1900 (the "Issue-¡jãte"); and those which are Fully Registered Bonds shall be dated as set forth in the Resolution. Numbering. The Bonds which are bearer Bonds shall be numbered from Al to A2300; and those which are issued as Fully Registered Bonds shall be numbered by the Trustee from R-l consecutively upward in their order of issuance as the Trustee may determine. Form. The Bonds which are bearer Bonds, and the interest coupons pertaining tfië'reto shall be substantially in the form attached hereto and made a part hereof, marked "Exhibit A (Form of Coupon Bond)", and those which are Fully Registered Bonds shall be substantially in the form attached hereto and made a part hereof, marked "Exhibit B (Form of Fully Registered Bond)". Cusip Identification Numbers. "CUSIP" identification nullbers shall be imprinted on the 80nds, but such numbers shall not constitute a part of the contract evidenced by the Bonds and any error or omission with respect thereto shall not constitute cause for refusal of any purchaser to accept delivery of and pay for the Bonds. In addition, failure on the part of the Agency to use such CUSIP numbers in any notice to Holders of the Bonds shall not constitute an event of default or any violation of the Agency's contract with such Holders. 3 Maturities. The Bonds shall mature on the dat es and in the principal amounts, and shall bear interest at the rates, set forth in the following schedule: . Maturity Maturity Date Interest Date Interest .2!ili..l ~ Rate Ju1 y 1 ~ Rate e. 1982 $ 95,000 1987 $130,000 1983 100,000 1988 140,000 1984 110,000 1989 150,000 1985 115,000 1990 165,000 1986 120,000 1991 175,000 The 80nds maturing July 1, 1982, to July 1, 1991, inclusive, shall be Serial Bonds, and the Bonds maturing July 1, 2000, and July 1, 2011, shall be Term Bonds. Place of Payment. The Trustee, Security Pacific National Bank, at its Principal Office in the City of Los Angeles, State of California, is hereby appointed as a Paying Agent. Principal and Redemption Price of and interest on coupon bearer Bonds shall be payable at the Principal Office of the Trustee or at the option of the Holder, at the Principal Office of any Paying Agent hereafter approved by the Agency. The princi pal and Redemption Price of Fully Registered Bonds shall be payable at the Principal Office of the Trustee, Los Angeles, California. Interest on Fully Registered Bonds shall be payable by check or draft of the Trustee mailed to the registered owner. 203. Redemption at the Option of the Agency and Terms. . . A. The Bonds maturing on and after July 1, 1991, shall be subject to redemption at the option of the Agency from proceeds of refunding bonds or any other source of funds (including the proceeds of sale of Mortgage Loans and moneys in any Fund or Account), in whole and not in part, on or after July 1, 1990, in the manner provided in Article IV of the Resolution, on any Interest Payment Date and prior to their respective maturities, upon notice as provided in Article IV of the Resolution, and when so redeemed in any period sho\\fl in the following table, at a Redemption Price equal to par plus accrued interest to the redemption date plus a redemption premium (expressed as a percentage of the principal amount so redeemed) shown in the following Redemption table: Period (Both Dates Inclusive) Premiums July 1, July 1, July 1, July 1, July l, 1990, to June 30, 1991 1991, to June 30, 1992 1992, to June 30, 1993 1993, to June 30, 1994 1994, and thereafter 2 % 1-l/2% 1 % 1/2% 0% e 8 4 , . , . . , ""'-""'1"0"""', '"'i'o"¡:""";,,,"'" B. The Bonds are also subject to special mandatory redemption, in whole or in part, pro rata by maturity in the manner provided in Article IV of the Resolution, and by lot within a maturity at the principal amount thereof and accrued interest thereon, without premium, (i) at any time on or after July 1, 1981, as further provided in the Resolution, and (ii) on any Interest Payment Date, from moneys in the Asset Accumulation Fund prior to the time the Asset Coverage Test has been initially met and after the Asset Coverage Test has initially been met, from moneys in the Asset Accumulation Fund to the extent necessary to maintain the. Asset Coverage Test, all as provided in Article IV and other applicable provisions of the Resolution and (iii) at the option of the Agency, on any Interest Payment Date after the Asset Coverage Test has been met, frOm any moneys remaining in the Asset Accumulation Fund in excess of amounts required to be applied to maintain the Asset Coverage Test. Amounts to be applied to such special mandatory redemption shall be transferred by the Trustee from, the appropriate Fund or Account to the Redemption Fund, and shall be applied to such prior redemption upon notice as provided in Article IV of the Resolution. 204. (A) The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1,1995, and on each July 1 thereafter to and including July 1, 1999, with respect to the Terms Bonds maturing on July 1, 2000, all as herein provided, at the Redemption Price equal to the principal amount of each 80nd or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term Bonds shall then be Outstanding, the Agency shall be requ ired to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term 80nds, the amount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term Bonds; provided, however, that, if any Term Bonds have been purchased or redeemed from moneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. The schedule with respect to the Term 80nds maturing on July 1,2000, is as follows: ~ Year ~ $ 265,000 295,000 320.000 350,000 Amount 1992 1993 1994 1995 1996 1997 1998 1999 2000 (Maturity) $ 170,000 185,000 205,000 225,000 245,000 5 (B) The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1, 1995, and on each July 1 thereafter to and including July 1, 2010, with respect to the Terms Bonds maturing on July 1, 201l, all as herein provided, at the Redemption Price equal to the principal amount of each Bond or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term Bonds shall then be Outstanding, the Agency shall be requ ired to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term Bonds, the amount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term Bonds; provided, however, that, if any Term Bonds have been purchased or redeemed from moneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. The schedule with respect to the Term 80nds maturing on July 1, 2011, is as follows: , . ~ ~ Year ~ 2001 $ 385,000 2007 $ 670,000 2002 420,000 2008 740,000 ' 2003 465,000 2009 810,000 2004 5\0,000 2010 890,000 . 2005 560,000 2011 (Maturity) 975,000 2006 610,000 6 . I . . . . . . ARTICLE III SALE AND DELIVERY OF THE BONDS 301. Sale of Bonds. A. The Bonds authorized to be issued herein shall be sold to Miller & Schroeder Municipals, Inc., acting on behalf of themselves and certain dealers (the "Purchasers"), at an aggregate price of $ll,097,500 (96-1/2%) of the principal amount thereof, plus accrued interest on the Bonds from July 1, 1980, to the date of de 1 ivery of and payment for the Bonds, on the terms and conditions set forth in that certain agreement entitled "Purchase Contract" dated as of July 1, 1980, between the Agency and the Purchasers in the form presented at this meeting of the Agency and upon the basis of the reresentations therein set forth. The Purchase Contract is hereby accepted and approved, and, the Chairman and Secretary are hereby authorized to execute and del iver the Purchase Contract to the Purchasers evidencing the acceptance thereof by the Agency. 8. The Final Official Statement of the Agency in the form presented at this meeting with such changes, omissions, insertions and revisions as the Chairman shall deem appropriate to cause the Final Official Statement to describe accurately the Bonds and the Residential Mortgage Financing Program are hereby authorized and approved. The Chairman is hereby authorized to sign and deliver such Final Official Statement to the Purchasers for distribution to prospective purchasers and other interested persons and the signing of the Final Official Statement by the Chairman shall be deemed to be approval by this Agency of any such changes, omissions, insertions and revisions. The Agency confirms the distribution of the Preliminary Official Statement dated June 1&, 1980, to prospective purchasers. 302. Manual Authentication of Bonds. The Trustee is hereby authorized and directed to authenticate by the manual signature of one or more of its authorized officers the execution of the Bonds in accordance with the further provisions of Section 304 of the Resolution. 303. Delivery of 80nds. The Bonds shall be delivered to the Purchasers, upon compliance wlth the provisions of the Resolution and this Supplemental Resolution, at such time and place as provided in, and subject to, the provisions of the Purchase Contract. 304. Further Authority, The Chairman, Secretary and Executive Director of the Agency are, and each of them is, hereby authorized to do or perform all such acts and to execute all such certificates, documents and other instruments as they or either of them deem necessary or advisable to provide for the issuance, sale and delivery of the Bonds to the Purchasers, including the Mortgage Loan Purchase Agreement on this date submitted to the Agency by and among the Agency, Wells Fargo Mortgage Company acting in its capacity as Qualified Mortgage Lender and the Trustee, as supplemented by the Sellers' 7 Guide on this date submitted to the Agency; the Servicing Agreement on this date submitted to the Agency by and among the Agency, Wells Fargo Mortgage Company and the Trustee, as supplemented by the Servicers' Guide on this date submitted to the Agency; and the Commitment Contract on this date submitted to the Agency by and amongs t the Agency, Wells Fargo Mortgage Company, the Trustee and Santa Ana Intown One; the developer of the Project; and all of the foregoing forms of agreements and guides are hereby approved. 8 . . . . . . . . . . . . ARTICLE IV APPLICATION OF BOND PROCEEDS 401. Appl ication of Proce~ds of Bonds. The proceeds of the Bonds shall be paid to the Trustee for deposit into the Bond Proceeds Fund for transfer by the Trustee into various Funds and Accounts established by Section 502 of the Resolution, and from the Bond Proceeds Fund the Trustee shall so transfer and deposit sums as follows: (1) Into the Interest Account the amount of interest accrued from the date of. the Bonds to the date of delivery thereof; then (2) Into the Issuance Expense Account, an amount to be specified in an Officer I s Certificate to be del ivered to the Trustee prior to del ivery of the Bonds to the Purchasers; then (3) Into the Debt Service Reserve Fund $1,190,000, being a portion of the amount of the Debt Service Reserve Requirement; then (4) Into the Operating Fund, an amount to be specified in an Officer's Certificate to be delivered to the Trustee prior to the delivery of the Bonds to the Purchaser; then (5) Into the Mortgage Reserve Fund $138,500, being the Mortgage Reserve Requirement; then (6) The balance of the proceeds of the Bonds shall be deposited in the Mortgage Loan Purchase Account. 402. Application of Program Participation Fees and Lett~r of Credit. Fees paid by the developer of the Project and by the Mortgagor for participation in the Residential Mortgage Financing Program of the Agency shall be applied as follows: (l) The developer shall, concurrently with the delivery of the 8onds to the Purchasers, pay the sum of $198,000 to the Trustee, which sum the Trustee shall deposit in the Mortgage Loan Purchase Account; (2) The developer shall, concurrently with the delivery of the 80nds to the Purchasers, pay the sum of $27,000 to the Agency, which sum shall be free and clear of the lien of the Resolution; (3) The developer shall, concurrently with the purchase of a Mortgage Loan by the Trustee on behalf of the Agency, pay (or otherwise cause to be credited) to the Trustee pursuant to the applicable sales escrow a sum equal to two percent of the initial principal amount of such Mortgage Loan, which sum the Trustee shall deposit in ~he Mortgage Loan Purchase Account; and 9 (4) The developer may, pursuant to the Commitment Contract (and Reservation of Funds), pay an additional sum (to reduce the annual interest rate on the applicable Mortgage Loan) concurrently with the payment described in (3) above, which additional sum, if any, the Trustee shall deposit in the Revenue Fund; and (5) Upon purchase of a Mortgage Loan by the Trustee on behalf of the Agency, the Qualified Mortgage Lender shall, in accordance with the provisions of the Mortgage Loan Purchase Agreement, cause to be paid (or otherwise credited) to the Trustee pursuant to the applicable sales escrow, a sum equal to one-quarter of one percent (1/4 of 1%) of the initial principal amount of each Mortgage Loan as the app 1 icab 1e Mortgagor's program participation fee, which sum shall be collected, together with the Qualified Mortgage Lender's origination fee and which sum the Trustee shall deposit in the Revenue Fund. (6) A temporary Account, designated as the "Santa Ana Intown One, Trust Account", is hereby established for the purpose of holding two letters of credit to be deposited and, thereafter, cash, if any, to be deposited with the Trustee on behalf of Santa Ana Intown One, with respect to its Project. Such letter of credit is to be delivered and such cash, if any, is to be paid to and held by the Trustee for deposit in said Account pursuant to a Commitment Contract between the Agency and Santa Ana I ntownOne, as the developer of such Project. Such letter of credit in the amount required by the Commitment Contr"act shall be delivered (or, in 1 ieu thereof, a cash ier' s check or certified check pending delivery of, and exchange for, the letter of credit) to the Trustee on or before the date of del ivery of the Bonds and in addition to holding such letter of credit and cash, if any, any moneys received by the Trustee pursuant to the further provisions of such Commitment Contract shall be deposited in the Santa Ana Intown One Trust Account and the letter of credit and moneys deposited therein (exclusive of investment income earned thereon) are hereby pledged to. and shall be held in trust to be applied by the Trustee as provided in subsection (8). (7) In addition, the Trustee, from time to time, shall make adjus tments to the app 1 icab le Letter of Credi t pursuant to the above referred to Commitment Contract (and Reservation of Funds). Investment income, if any, earned on moneys deposited in a temporary Account established herein shall be pai d by the Trus tee quarterly, commencing October 1, 1980, to the persons for whom such temporary Account was .established. (8) A temporary Account herein established shall terminate upon the happening of the earlier of the following conditions: (a) Upon the delivery of the princi pa 1 amount of Mortgage Loans required by the Commitment Contract, the Agency shall forthwith del iver an Officer's Certificate to the Trustee to such effect and the Trustee shall deliver the letter of credit or shall pay any amounts in the Account to the person or persons entitled thereto and the applicable temporary Account shall terminate; or 10 . . . . . . . . , . . . .f"!'.:. (b) On March 1, 1982 (or on the subsequent termination of the commitment period, if an extension is effectêd pursuant to the Resolution, the Trustee shall, in accordance with the further provisions of applicable Commitment Contracts (and Reservation of Funds), draw against the applicable letters of credit (or other deposit) of the developer 1 iab1e for a cancellation fee and deposit such fee or charge in the temporary account; all amounts then on depos it in a temporary Account estab 1 i shed pursuant hereto (exclusive of interest earned on any moneys deposited therein) shall be transferred by the Trustee to the Asset Accumulation Fund and shall be applied in accordance with the further provisions of the Resolution. 11 ARTICLE V FURTHER COVENANTS 501. Covenant as to Application of Proceeds of Bonds. The Agency hereby coven~at lt wlll apply less than twenty-flve percent (25%) of the proceeds of the Bonds to the purchase of Mortgage Loans made for the purpose of Financing the construction of Residences used in the trades or businesses of any persons who are not exempt persons within the meaning of Section 103(b) of the Internal Revenue Code of 1954, as amended, and any applicable regulations promulgated thereunder. 502. Covenant Re Purchase of Mortgage Loans. The Agency covenants that it will not approve for purchase by the Trustee Mortgage Loans with respect to which: (i) The ratio of original Mortgage Loan amounts to the sales prices of such residential units equals ninety-five percent (95%) if such purchase will increase the total aggregate principal amount of such 95% Mortgage Loans to more than 50% of the total aggregate original principal amount of Mortgage Loans theretofore purchased by the Trustee; and (ii) The ratio of original Mortgage Loan amounts to sales prices of residential units equals or exceeds ninety percent (90%) (including 95% Mortgage Loans) if such purchase will increase the total aggregate principal amount of such ninety percent (90%) Mortgage Loans to more than fifty percent (50%) of the total aggregate original principal amount of Mortgage Loans theretofore purchased by the Trustee. The purchase price of Mortgage Loans shall be the unpaid principal amount thereof on the date of purchase, plus accrued interest, if any, prorated as of the date of purchase. 504. Covenant as to Mortgage Insurance. The Agency hereby covenants that all Mortgage Loans wlil be lnsured only by Mortgage Insurers which are companies licensed to insure mortgages in the State and qualified to provide insurance on mortages purchased by FNMA or FHLMC and approved by the Agency and that all Mortgage Loans on residential units will have the following Private Mortgage Insurance coverage: 12 . . . . . . . . . . . . Loan to Value Ratio Insurance Coverage In excess of 90% to 95% I n excess of 85% to 90% In excess of 80% to 85% In excess of 75% to 80% In excess of 70% to 75% In excess of 60% to 70% 60% and under 40% 35% 30% 25% 20% 15% 5% 505. Covenant Re Asset Covera~e Test Certificates. As of each October 1 and April 1 the Agency wll1 furnlS the Trustee wlth an Asset Coverage Test Certificate, 506, Non-Arbitrage Covenant. The Agency hereby covenants that it will make no use Of the proceeds of the Bonds at any time during the term thereof which would cause the Bonds to be arbitrage bonds within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, and any applicable regulations promulgated thereunder. author~~~d an~onl~A;~r~~t~ðe t;e~:~f~~~i~o~~ br~~~ sSu~a~~a?er~: i;h: c~~f~Hca~~ the facts, circumstances and estimates upon which the Agency's expectation that the Bonds will not be used in a manner that would cause the Bonds to be arbitrage bonds is based. The certification of the Secretary shall be delivered to the Purchasers together with the Bonds. 508. Covenant Re Standard and Poor's Corporation. The Agency hereby covenants th~it wl11 cause to be mailed to Standard & Poor's Corporation as of the date of delivery of the Bonds to the Purchasers, the following: (1) A 1 i st of the investments of that portion of the Bonds to be invested; (2) A copy of the executed Mortgage Loan Purchase Agreement containing the final annual interest rate on Mortgage Loans to be purchased with the proceeds of the 80nds; (3) A copy of the Final Official Statement for the Bonds containing the annual coupon interest rate on the Bonds; (4) A copy of the Certificate of Pledged Revenues incorporating the cash flows with respect to the 80nds, the investments and the Mortgage Loans; (5) A copy of the verification of the cash flows incorporated in the Certificate of Pledged Revenues signed by Laventho1 and Horwath, Certified Public Accountants; 13 (6) A copy of the Resolution containing the instructions to the Trustee under the Resolution with respect to investments; and (7) Copies of the Mortgage Insurance, Special Hazard Insurance and Earthquake Insurance policies, or evidence thereof. During the period for acquisition of Mortgage Loans, the Agency will cause quarterly reports to be filed with Standard & Poor's Corporation specifying the earnings on investments, the number and dollar amount of Mortgage Loans purchased with the proceeds of the Bonds and the balance of the proceeds of the 80nds then remaining to purchase Mortgage Loans. After completion of the period for purchase of such Mortgage Loans, the Agency will cause annual financial reports to be filed with Standard & Poor's Corporation containing, among other things, the delinquency and foreclosure experience with respect to Mortgage Loans and the number and dollar amount of prepayments of Mortgage Loans, and will cause to be so filed any cash flow projections prepared since the filing of the last annual financial report. 14 . . . . . 8 I "",~,~,,'N'" ARTICLE VI EFFECTIVE DATE 601. Confirmation and Ratification of Resolution No, 80-75. Resolution No. 80-75, adopted by this Agency on July 1, 1980, and this Supplemental Resolution, as revised and corrected to conform to the requirements of the Official Statement and of the terms and conditions of the Bonds, are hereby approved, ratified and confirmed for all purposes of the proceeding and the issuance of the Bonds. . 602. Effective Date. This Resolution shall take effect upon adoption. ADOPTED and APPROVED this 1st day of July, 1980, by the following vote: AYES: Members: NOES: Members: A8SENT: Members: I ATTEST: James E. Ward, Gordon Bricken, Robert W. Luxembourger, Al Serrato, Daniel E. Griset-, Harry K. Yamamoto J. Ogden Markel None SECURITY PACIFIC NATIONAL 8ANK, Trustee The duties and obligations herein imposed upon the Trus tee and the provisions hereof relating to the Trustee are agreed to and accepted: c ",..- -- ~ By Vice President . I Dated: July2'k 1980. 15 . . . . . . (FORM OF COUPON BOND) Community Redevelopment Agency of the City of Santa Ana County of Orange, State of California No. $5,000 Residential Mortgage Revenue Bond Issue of 1980, Series A KNOW ALL MEN BY THESE PRESENTS that the ComfllJn ity Redevelopment Agency of the City of Santa Ana (hereinafter sometimes called the "Agency"), a public body, corporate and politic, organized and existing under, and by virtue of, the laws of the State of California, for value received, hereby promises to pay, from the sources of funds hereinafter described, to the bearer or, if this Bond be registered as to principal, to the registered owner hereof, upon presentation and surrender of this Bond, the principal sum of FIVE THOUSAND DOLLARS ($5,000) on the first day of July, , unless redeemed prior thereto as hereinafter provided, and to pay interest thereon from the date hereof to the date of maturity or earlier redemption of this Bond, at the rate of percent ( %) per annum, on July l, 1981, and semiannually thereafter on the first dãÿõf July and the first day of January of each year, upon presentation and surrender of the attached coupons evidencing such interest as the same respectively become due. Principal of and interest and redemption premium, if any, on this Bond are payable in lawful money of the United States of America, which at the time of payment is legal tender for the payment of public and private debts, at the corporate trust office of Security Pacific National Bank, in the City of Los Angeles, State of California, or its successor, as trustee (herein called the "Trustee"), except that principal and redemption price of registered Bonds are payable at the corporate trust office of the Trustee and interest on fully registered 80nds is payable by check or draft of the Trustee. This 80nd is a special obligation of the Agency and is one of a duly authorized issue of bonds of the Agency issued in the aggregate principal EXHIBIT "A" amount of $11,500,000, designated "Community Redevelopment Agency of the City of Santa Ana ,Res identi a 1 Mortgage Revenue Bonds, I ssue of 1980" (here in called the "Bonds"), issued under Resolution No, 80-75, "A Resolution of the Community Redevelopment Agency of the City of Santa Ana Authorizing the Issuance of Residential Mortgage Revenue Bonds for the Purpose of Purchasing Mortgage Loans to Provide Financing for a Residential Construction Project", adopted by the Agency on July 1, 1980, as supplemented (herein called the "Resolution") and pursuant to Chapter 8, commencing with Section 33750, of Part 1 of Division 24 of the Health and Safety Code of the State of California, as now or hereafter amended. Copies of the Resolution are on file at the office of the Agency and at the aforesaid corporate trust office of the Trustee, and reference to the Resolution and any and all supplements thereto and modifications and amendments thereof and to the Act is made for a description of the pledges and covenants securing the Bonds; the nature, extent and manner of enforcement of such pledges; the rights and remedies of the bearers or registered owners of the Bonds with respect thereto and the terms and conditions upon which the Bonds are issued and may be issued thereunder. To the extent and in the manner permitted by the terms of the Resolution, the provisions of the Resolution or any resolution amendatory thereof or supplemental thereto, may be modified or amended by the Agency, with the written consent of the holders of at least two-thirds in principal amount of the Bonds then outstanding. This 80nd is transferable by del ivery except when registered as to principal otherwise than to bearer. It may be registered as to principal in the name of the owner on the bond register kept for that purpose at the corporate trust office of the Trustee such registration to be noted hereon, after which no transfer hereof shall be valid unless made on said bond register by the registered owner in person, or by his attorney duly authorized in writing, and similarly noted hereon; but this Bond may be discharged from registration by being in like manner transferred to bearer, after which it shall again become transferable by delivery; and this Bond may again and from time to time be registered or discharged from registration in the same manner. Registration of this Bond shall not affect the negotiability of the coupons, which shall continue to be payable to bearer and transferable by delivery, The Bonds are issuable in the form of coupon Bonds, registrable as to principal only,'- in the denomination of $5,000, and in the form of fully registered Bonds without coupons in the denomination of $5,000 or any integral multiple thereof, not exceeding the aggregate principal amount of the 80nds maturing in the year of maturity of the Bond for which the denomination of the Bond is specified. Coupon Bonds, upon surrender thereof at the corporate trust office of the Trustee, with all unmatured coupons attached, may, at the option of the holder thereof, be exchanged for an equal aggregate principal amount of fully registered Bonds of the same maturity of any of the authorized denominations, in the manner, subject to the conditions, and upon the payment of the charges, if any, including after the first exchange, the cost of preparing a new Bond, provided in the Resolution. In like manner, subject to ii. . . . . . . 8 . , . . , such conditions and upon the payment of such charges, if any, including after the first exchange the cost of preparing a new Bond, fully registered Bonds, upon surrender thereof at the corporate trust office of the Trustee with a written instrument of transfer satisfactory to the Trustee, duly executed by the registered owner or his attorney duly authorized in writing, may, at the option of the registered owner thereof, be exchanged for an equal aggregate principal amount of coupon Bonds, with appropriate coupons attached, or of fully registered Bonds without coupons of any other authorized denominations, of the same maturity. The Bonds maturing on and after July 1, 1991, are subject to redemption, at the option of the Agency and upon the giving of notice required by the Resolution, in whole, but not in part, on July 1, 1990, in the manner provided in the Resolution, or on any interest payment date thereafter, at the respect ive premiums (expressed as percentages of the princi pa 1 amount of the Bonds to be redeemed) set forth below, plus in each case accrued interest to the date of redemption: Redemption Dates Redemption Premiums July 1, 1990, July 1, 1991, July 1, 1992, July 1, 1993, July 1, 1994, and June 30, 1990 and June 30, 1991 and June 30, 1992 and June 30, 1993 and thereafter 2 % 1- 112% 1 % 1/2% 0 % The Bonds are also subject to special mandatory redemption in whole or in part pro rata by maturity, in the manner provided in the Resolution, and by lot within a maturity, on any interest payment date on or after July 1, 1981, at the principal amount thereof and accrued interest thereon, without premium, from (i) certain unexpended proceeds of the Bonds and (i i) certain moneys in the asset accumulation fund, all as provided in the Resolution. The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1, 1995, and on each July 1 thereafter to and including July 1, 1999, with respect to the Terms 80nds maturing' on July 1, 2000, all as herein provided, at the Redemption Price equal to the principal amount of each 80nd or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term Bonds shall then be Outstanding, the Agency shall be requ ired to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term 80nds, the amount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term Bonds; provided, however, that, if any Term Bonds have been purchased or redeemed from moneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. i i i. The sched~le with respect to the Term Bonds maturing on July 1, 2000, is as follows: 8 Year ~ ~ ~ 1992 $ 170,000 1997 $ 265,000 . 1993 185,000 1998 295,000 1994 205,000 1999 320.000 1995 225,000 2000 (Maturity) 350,000 1996 245,000 (B) The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1, 1995, and on each July 1 thereafter to and including July 1, 2010, with respect to the Terms Bonds maturing on July 1, 2011, all as herein provided, at the Redemption Price equal to the principal amount of each Bond or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term 80nds shall then be Outstanding, the Agency shall be required to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term Bonds, the amount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term Bonds; provided, however, that, if any Term Bonds have been purchased or redeemed from moneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. The schedule with respect to the Term Bonds maturing on July 1, 2011, is as follows: ~ Amount ~ Amoun t 200l $ 385,000 2007 $ 670,000 2002 420,000 2008 740,000 2003 465,000 2009 810,000 2004 510,000 2010 890,000 2005 560,000 2011 (Maturity) 975,000 2006 610,000 In the event of the redemption of any or all of the Bonds, notice of such redemption (i) shall be given by publication at least once in a newspaper of general circulation or financial paper in the City of Los Angeles, California, iv. 8 . . 8 . . . . . . """:"""",,,,,m<.,,- and in the Daily Bond 8uyer or other financial paper or newspaper circulated in the Borough of Manhattan, City and State of New York, each of which is published at least once a day for at least five (5) days (other than legal holidays) in each calendar week, and is printed in the English language, the first such publication to be not less than thirty (30) days nor more than sixty (60) days prior to the redemption date, and (ii) shall be mailed postage prepaid, not less than thirty (3D) days nor more than sixty (60) days prior to the redemption date to the registered owners of any Bonds or portions of Bonds to be redeemed and to owners of any bearer Bond to be redeemed who have filed their names and addresses and numbers of Bonds with the Trustee for such purpose; provided, however, that such mailing shall not be a condition precedent to such redemption and failure so to mail any such notice shall not affect the validity of the proceedings for the redemption of Bonds. Notice of redemption having been given, as aforesaid, Bonds or portions thereof so called for redemption shall become due and payable at the applicable redemption price herein provided, and from and after the date so fixed for redemption, interest on the 80nds or portions thereof so called for redemption shall cease to accrue and become payable and the coupons for interest appertaining to coupon Bonds maturing subsequent to the redemption date shall be void. This Bond shall not be deemed to constitute a debt of the Agency, the City of Santa Ana, the State of California or any other political subdivision of the State nor a pledge of the faith and credit of the Agency or the City of Santa Ana. This Bond is a special obligation of the Agency, payable solely from payments made on mortgage loans purchased with the proceeds of Bonds and other moneys depos i ted in the revenue fund and the other funds and accounts pledged therefor in the Resolution. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of California and the Resolution to exist, to have happened and to have been 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 1 aw and that the issuance of the Bonds, together with all other indebtedness of the Agency, is within every debt and other limit prescribed by law. This Bond shall not be entitled to any benefit under the Resolution or become valid or obligatory for any purpose until it shall have been authenticated by the certificate of the Trustee endorsed hereon. IN WITNESS WHEREOF, the Community Redevelopment Agency of the City of Santa Ana has caused this 80nd to be executed in its name by the manual or facsimile signature of its Chairman or Vice Chairman and its corporate seal (or a facsimile thereof) to be affixed, imprinted, engraved or otherwise reproduced hereon, and attested by the manual or facsimile signature of its v. Secretary and the interest coupons hereto attached to be executed by the facsimile signature of its Secretary, all as of the 1st day of July, 1980. COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA 8y Cha lrman (SEAL) ATTEST: Secretary vi. . . . . . . . . . . . . (Form of Certificate of Authentication) This Bond is one of an issue described in the Resolution within mentioned. SECURITY PACIFIC NATIONAL BANK. as Trustee. (Los Angeles. California) By Authorized Offlcer vii. (Form of Coupon) No, $ The COMMUN ITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, on the first day of (un less the Bond hereinafter mentioned shall have been duly called for previous redemption and payment of the redemption price made or duly prov ided for), w ill pay to bearer from the sources of funds mentioned in the attached Bond the sum shown hereon in lawful money of the United States of America which at the time of payment of payment hereof is legal tender for the payment of public and private debts, at the corporate trust office of Security Pacific National Bank, in the City of Los Angeles, State of California, upon presentation and surrender of this coupon, being the interest then due on its Residential Mortgage Revenue 8ond, Issue of 1980, dated July 1, 1980, No. - COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA By Secretary (Form of Certificate of Registration) This Bond is registered in the name of the registered owner last entered below and the principal thereof is payable only to such owner, coupons evidencing interest remaining payable to bearer; provided that this Bond may be registered to bearer and thereby discharged from registration and the negotiability hereof restored. NOTE: There must be no writing in the space below except by the Trustee. Date of Name of Address of Si gnature of Registry Registered Owner Registered Owner Trus tee vi ii. . . . . . . . . . . . . ..¥>. '.0"'..' ,~ .,."...."""",,'r (FORM OF REGISTERED BOND) Community Redevelopment Agency of the City of Santa Ana County of Orange, State of California No, R Residential Mortgage Revenue Bond Issue of 1980, Series A KNOW ALL MEN BY THESE PRESENTS that the Commun ity Redevelopment Agency of the City of Santa Ana (hereinafter sometimes called the "Agency") a public body, corporate and politic, organized and existing under, and by virtue of, the laws of the State of California, for value received, hereby promises to pay, from the sources of funds hereinafter described, to or registered assigns, the principal sum of THOUSAND DOLLARS ($ , ,) on the first day of July, , unless redeemed prior thereto as hereinafter provided, upon the prese~on and surrender hereof at the corporate trust office of Security Pacific National Bank, in the City of Los Angeles, State of California, or its successors, as trustee (herein called the "Trustee"), and to pay to the registered owner hereof by check or draft of the Trustee interest on such principal sum from the date hereof to the date of maturity or earlier redemption of this Bond at the rate of percent ( %) per annum, payable on the first day of July and the firstããÿof Januaryof each year corrmencing July 1, 1981. Principal of and interest and redemption premium, if any, on this Bond are payable in lawful money of the United States of America which at the time of payment is legal tender for the payment of public and private debts. This Bond is a special obligation of the Agency and is one of a duly authorized issue of bonds of the Agency issued in the aggregate principal amount of $ll,500,OOO, designated "Community Redevelopment Agency of the City of Santa Ana Residential Mortgage Revenue Bonds, Issue of 1980, Series A" (herein called the "8onds"), issued under Resolution No. 80-75, "A Resolution of the Community Redevelopment Agency of the City of Santa Ana Authorizing the Issuance of Residential Mortgage Revenue Bonds for the Purpose of Purchasing Mortgage Loans to Provide Financing for a Residential Construction EXHIBIT "8" Project", adopted by the Agency on June 24, 1980, as supplemented (here in called the "Resolution") and pursuant to Chapter 8, commencing with Section 33750, of Part 1 of Division 24 of the Health and Safety Code of the State 'of California, as now or hereafter amended. Copies of the Resolution are on file at the office of the Agency and at the aforesaid corporate trust office of the Trustee, and reference to the Resolution and any and all supplements thereto and modifications and amendments thereof and to the Act is made for a description of the pledges and covenants securing the Bonds; the nature, extent and manner of enforcement of such pledges; the rights and remedies of the bearers or registered owners of the Bonds with respect thereto and the terms and conditions upon which the Bonds are issued and may be issued thereunder. To the extent and in the manner permitted by the terms of the Resolution, the provisions of the Resolution or any resolution amendatory thereof or supplemental thereto, may be modified or amended by the Agency, with the written consent of the holders of at least two-thirds in principal amount of the Bonds then outstanding. This Bond is transferable, as provided in the Resolution, only upon the bond register kept for that purpose at the corporate trust office of the Trustee by the registered owner hereof in person, or by his attorney duly authorized in writing, upon the surrender of this Bond together with a written instrument of transfer satisfactory to the Trustee duly executed by the registered owner or his attorney duly authorized in writing, and thereupon a new registered Bond or 80nds, without coupons, and in the same aggregate principal amount and of the same maturity, shall be issued to the transferee in exchange therefor as provided in the Resolution, and upon the payment of the charges, if any, including, after the first exchange, the cost of preparing new Bonds, therein prescribed. The 80nds are issuable in the form of coupon Bonds, registrable as to principal only, in the denomination of $5,000, and in the form of fully registered Bonds without coupons in the denomination of $5,000 or any integral multiple thereof, not exceeding the aggregate principal amount of the Bonds maturing in the year of maturity of the 8ond for which the denomination of the Bond is specified. Coupon Bonds, upon surrender thereof at the corporate trust office of the Trustee, with all unmatured coupons attached, may, at the option of the holder thereof, be exchanged for an equal aggregate principal amount of fully registered 80nds of the same maturity of any of the authorized denominations, "in the manner, subject to the conditions, and upon the payment of the charges, if any, including after the first exchange, the cost of preparing a new Bond, provided in the Resolution. In like manner, subject to such conditions and upon the payment of such charges, if any, including after the first exchange the cost of preparing a new Bond, fully registered Bonds, upon surrender thereof at the corporate trust office of the Trustee with a written instrument of transfer satisfactory to the Trustee, duly executed by the registered owner or his attorney duly authorized in writing, may, at the option of the registered owner thereof, be exchanged for an equal aggregate ii. . . . . . . . ~ . . . . . . . principal amount of coupon Bonds, with appropriate coupons attached, or of fully registered Bonds without coupons of any other authorized denominations, of the same maturity. The Bonds maturing on and after July 1, 1991, are subject to redemption, at the option of the Agency and upon the giving of notice required by the Resolution, in whole, but not in part, on July 1, 1990, in the manner provided in the Resolution, or on any interest payment date thereafter, at the respective premiums (expressed as percentages of the principal amount of the Bonds to be redeemed) set forth below, plus in each case accrued interest to the date of redemption: Redemption Period Redemption Premiums July 1, July 1, July 1, July 1, July 1, 1990, and June 30, 1990 1991, and June 30, 1991 1992, and June 30, 1992 1993, and June 30, 1993 1993, and thereafter 2 % 1-1/2% 1 % 1/2% 0 % The Bonds are also subject to special mandatory redemption in whole or in part pro rata by maturity, in the manner provided in the Resolution, and by lot within a maturity, on any interest payment date on or after July 1, 19B1, at the principal amount thereof and accrued interest thereon, without premium, from (i) certain unexpended proceeds of the Bonds and (ii) certain moneys in the asset accumulation fund, all as provided in the Resolution. The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1, 1995, and on each July 1 thereafter to and including July 1, 1999, with respect to the Terms Bonds maturing on July 1, 2000, all as herein provided, at the Redemption Price equal to the principal amount of each Bond or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term Bonds shall then be Outstanding, the Agency shall be required to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term Bonds, the arrount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term 80nds; provided, however, that, if any Term Bonds have been purchased or redeemed from rroneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. The schedule with respect to the Term Bonds maturing on July 1,2000, is as follows: iii. Year ~ ~ ~ 1992 $ 170,000 1997 $ 265,000 1993 185,000 1998 295,000 1994 205,000 1999 320.000 1995 225,000 2000 (Maturity) 350,000 1996 245,000 (B) The Term Bonds shall be subject to redemption in part by lot by operation of Sinking Fund Installments as provided in the Resolution, upon notice as provided in Article IV of the Resolution, on July 1, 1995, and on each July 1 thereafter to and inc 1 ud ing Jul y 1, 2010, wi th respect to the Terms Bonds maturing on July 1, 2011, all as herein provided, at the Redemption Price equal to the principal amount of each Bond or portion thereof to be redeemed, together with accrued interest to the date of redemption, without premium. Unless none of the Term Bonds shall then be Outstanding, the Agency shall be required to pay on July 1 of each year set forth in the following schedule, for the retirement of the Term Bonds, the amount set opposite such year of said schedule, and the amount so to be paid on each such date is hereby established as and shall constitute a Sinking Fund Installment for retirement of the Term Bonds; provided, however, that, if any Term 80nds have been purchased or redeemed from moneys in the Prior Redemption Fund, the amount of each future Sinking Fund Installment shown will be reduced on a pro rata basis, in $5,000 increments, such that the total amount of such reduction shall equal the amount of each such purchase and redemption. The schedule with respect to the Term 80nds maturing on July 1, 2011, is as follows: ~ ~ ~ ~ 2001 $ 385,000 2007 $ 670,000 2002 420,000 2008 740,000 2003 465,000 2009 810,000 2004 510,000 2010 890,000 2005 560,000 2011 (Maturity) 975,000 2006 610,000 iv. ~ % . . . . . . . . ~ . . . . . . 8 In the event of the redemption of any or all of the Bonds, notice of such redemption (i) shall be given by publication at least once in a newspaper of general circulation or financial paper in the City of Los Angeles, California, and in the Daily Bond Buyer or other financial paper or newspaper circulated in the City and State of New York, each of which is published at least once a day for at least five (5) days (other than legal holidays) in each calendar week, and is printed in the Engl ish language, the first such publication to be not less than thirty (30) days nor more than sixty (60) days prior to the redemption date, and (ii) shall be mailed postage prepaid, not less than thirty (30) days nor more than sixty (60) days prior to the redemption date to the registered owners of any Bonds or portions of Bonds to be redeemed and to owners of any bearer Bond to be redeemed who have filed their names and addresses and numbers of Bonds with the Trustee for such purpose; provided, however, that such mailing shall not be a condition precedent to such redemption and failure so to mail any such notice shall not affect the validity of the proceedings for the redemption of Bonds. Notice of redemption having been given, as aforesaid, Bonds or portions thereof so called for redemption shall become due and payable at the applicable redemption price herein provided, and from and after the date so fixed for redemption, interest on the Bonds or portions thereof so called for redemption shall cease to accrue and become payable and the coupons for interest appertaining to coupon Bonds maturing subsequent to the redemption date shall be void. This Bond shall not be deemed to constitute a debt of the Agency, the City of Santa Ana, the State of California or any other political subdivision of the State nor a pledge of the faith and credit of the Agency or the City of Santa Ana. This Bond is a special obligation of the Agency, payable solely from payments made on mortgage loans purchased with the proceeds of Bonds and other moneys depos ited in the revenue fund and the other funds and accounts pledged therefor in the Resolution. IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all acts, conditions and things required by the Constitution and statutes of the State of California and the Resolution to exist, to have happened and to have been performed precedent to and in the issuance of th is Bond, exist, have happened and have been performed in due time, form and manner as required by 1 aw and that the issuance of the Bonds, together with all other indebtedness of the Agency, is within every debt and other limit prescribed by law. This 80nd shall not be entitled to any benefit under the Resolution or become val i d or obligatory for any purpose until it shall have been authenticated by the certificate of the Trustee endorsed hereon. I N WITNESS WHEREOF, the Commun ity Redevelopment Agency of the City of Santa Ana has caused th is Bond to be executed in its name by the manual or facsimile signature of its Chairman or Vice Chairman and its corporate seal (or a facsimile thereof) to be affixed, imprinted, engraved or otherwise v. reproduced hereon, and attes ted by the manual or facs imile signature of its Secretary all as of the date set forth below. COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA By (SEAL) ATTEST: Chairman Secretary OATED: vi. . 4 .. . . . . . - f" . .. . . . . . . - (Form of Certificate of Authentication) This Bond is one of an issue described in the Resolution within mentioned. SECURITY PACIFIC NATIONAL BANK, as Trustee, (Los Angeles, California) By Authorlzed OffIcer (Form of Assignment) ASSIGNMENT For value received the undersigned do(es) hereby sell, assIgn and transfer unto the within-mentioned registered Bond and hereby irrevocably constitute(s) and appoint(s) attorney, to transfer the same on the bond register of the Trustee with full power of substitution in the premises. Dated: Note:The slgnature{s) on thIs Asslgnment must correspond with the name(s) as written on the face of the within registered Bond in every particular without alteration or enlargement or any ch ange whatsoever. vi i. ~~ . . it . , . 41, . i, RESOLUTION NO. 80-75 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE 80NDS FOR THE PURPOSE OF PURCHASING MORTGAGE LOANS TO PROVIDE FINANCING FOR A RESIDENTIAL CONSTRUCTION PROJECT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980 Adopted July 1, 1980 . . , . I . , . 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 A RESOLUTION OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA AUTHORIZING THE ISSUANCE OF RESIDENTIAL MORTGAGE REVENUE BONDS FOR THE PURPOSE OF PURCHASING MORTGAGE LOANS TO PROVIDE FINANCING FOR A RESIDENTIAL CONSlRUCTION PROJECT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA RESIDENTIAL MORTGAGE REVENUE BONDS, ISSUE OF 1980 1~.!!.lI .£.9.!!II!!li .9. I ART! CLE I DEFINITIONS AND SECURITY Definitions....................... Accountant'sCertificate.................... Act. . . . . . . . , . . . . . . . . . . . , . . . . . . Agency,...................,........ Asset .Accumulation Fund. . . . . . . . . . . . . . '. . , Asset Coverage Test. . . . . . . . . . . . . . . . . . , Asset Coverage Test Certificate. . . . . . . . . . . . . Authorized Newspapers. , . . . . . . . . , . . . . . . . AuthorizedOfficer.... ...... .".. BondorBonds..,......,. .....,..... BondProceedsFund....................... BondRegister................ ....,. BondYear........,..... .......... Bondhol der or Hol der of 8onds. . . . . . . , . . . . . . Certificate of the Agency, Statement of the Agency, Written Request of the Agency and Written Consent of the Agency. . . . . . . . . . . . . . . . . . Certificate of Pledged Revenues. . . . . . . . . . . . . . . . . City. . . . . . . . . , . . . . . . . . . . . . CommitmentContract............,....., Condominium Project...............,...,... Costs of Issuance..,...............,. 'Coupon8onds.......................... DebtService,...... ...... ..... DebtServiceReserveFund................... . Debt Service Reserve Requirement. . . . . . . . . . . . . . . . DefaultedMortgageLoan.................... . Depository........."....... ..... EscrowPayments......................... FederalSecurities...".............. Page 2 2 2 2 2 2 2 3 3 3 3 3 3 3 3 4 4 4 4 4 5 5 5 5 5 5 6 6 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 Financing.......,.............,.. FiscalYear........................... FullyRegisteredBonds..................... Fund or Account. . . . . . . . . . . . . HazardInsurance........................ Independent.......... ......... InterestAccount........................ InterestInstallment............. ...., InterestPaymentDate...............,...... InterestRequirement.. ................ Issuance Expense Account. . . . . . . , . . . . . . . . . . . . IssueDate...."..... """""" Law. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Maximum Annual Debt Service. . . . . . . . . . . . . . . . . . . Mortgage..................,......... MortgageInsurance...,......,.......,.... Mortgage Insurance Proceeds. . . . . . . . . . . . . . . . , . , MortgageInsurer...,... ......... MortgageLoan............,............. Mortgage Loan Purchase Account. . . . . . . . . . . . . . . . . Mortgage Loan Purchasing Agreement. . . . , . . . . . . . . . . . Mortgage Reserve Fund. . . . . , . . . . Mortgage Reserve Requirement. . . , . . . , . . . . . . Mortgagor...................,........ Officer's Certificate. . . . . . . , . . . . . . OperatingExpenses.............,.....,... Operating Fund.......,.....,............ Opinion of Counsel. . . . . . . . . . . Outstanding............,.....,........ ParticipatingParty......,.........,...... Paying Agent..,.....................,. PermittedEncumbrances.................,... Permitted Investments...................,.. Prepayment,...........,....,.....,... Principal Account.., ...........,..... Principal Installment........... ....... Principal Installment Date. . . . . . . . . . , . . . . Principal Office........ ............ Principal Requirement...,.................. Private Mortgage Insurance. . . . . . . . . . . . . . . Project............................. Qualified Mortgage Lender. . . . . . . . RedemptionDate......................,.. RedemptionFund.....,..,................ RedemptionPrice.....................,.. Redevelopment Project Area. . . . . . . . . . . . , . . . . . . Requisition.,......................... Residence...,................ ResidentialConstruction.........,.......... ii ,-~ 8! ~ . I 6 I 6 6 6 , 6 6 7 7 7 7 7 7 7 7 7 8 8 8 8 8 8 8 8 8 8 8 8 9 9 9 9 9 9 9 10 10 10 10 10 10 8 10 11 11 11 11 11 11 11 11 , 11 11 . . . , . I . , . 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 101 102 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 301 302 Resi denti al Mortgage Financing Program. . . . . . . . . . . . . Resolution.,.,.....,.................. Revenues........ ................ RulesandRegulations..........,........... Secretary........................ Sellers'Guide........,.........,...... Serial Bonds...................... Servicer............................ Servicers'Guide.................,...... Servicing Agreement....................... Sinking Fund Installment................... . Special Hazard Insurance..,............,... , State. . . . . . . . . . . . , . , . . . . . . . . . . . Statement of Representation and Warranty. . . . . . . . SupplementalResolution..................... TermBonds..............,.,.......... Trustee.............. ....... United States......... .."......... Security and Nature of Bonds. . . . . . . . . . . . . . . . . . ARTICLE II THE BONDS Authorization....,....,................ Date of Bonds.............,............ InterestPaymentDates...................., Principal Installment Date. . . . . . , . . . . . . . . . . . . Medium of Payment; Form and Date. . . . . . . . . . . , . . . . Legends.......,................,.... Execution and Authentication. . . . . . . . . . . , . . . . . . Interchangeability of Bonds. . . . . , . . . . . . . . . . . . . Negotiability, Transfer and Registry. . . . . . . , . . Transfer of Coupon Bonds. . . . . . . . . . . . . . , . Transfer of Fully Registered Bonds. . , . . , . . . . . Regulations with Respect to Exchanges and Transfers, . . . . . . BondRegister.......................... TemporaryBonds......................... Bonds Mutilated, Lost, Destroyed or Stolen. . . . . . . ARTI CLE I I I PROCEEDINGS FOR THE ISSUANCE OF 80NDS Supplemental Resolution. . . . . . . . . . , . . . . . . Provisions for Issuance of Bonds. . , . . . . . . , . . . . , . i i i Page 12 12 12 12 12 12 12 13 13 13 13 13 13 13 13 13 14 14 14 ;6 16 16 16 16 17 17 17 18 18 18 19 19 20 20 21 21 303 304 305 306 401 402 403 404 405 406 407 408 409 501 502 503 601 602 603 I ssuance and Del ivery of Bonds. . . . . . . , . . . . . Conditions Precedent to Delivery of Bonds. . . . . . . . . . , . AdditionalBonds.............,.. Validity of Bonds.....,.................. ARTICLE IV REDEMPTION OF BONDS Privilege of Redemption and Redemption Price. , Optional Redemption at the Election or Direction of the Agency....,...,......,...... Mandatory Redemption Otherwise Than at Agency's ElectionorDirection.................. Selection of Bonds of Like Maturity for Redemption. . . . . . . Notice of Redemption. . . , . , . . . . . . . . RedemptionFund..............,.,........ Partial Redemption of Fully Registered Bonds. . . . . . Payment of Redeemed Bonds..,......,...,...... Redeemed Bonds as Satisfaction of Sinking Fund Installments..,................... ARTICLE V ESTABLISHMENT OF FUNDS AND APPLICATION OF BOND PROCEEDS General...........,.............,... FundsandAccounts................... Disposition of Bond Proceeds and Other Funds. . . . . . . . . . ARTICLE VI APPLICATIONS OF REVENUES AND OTHER MONEYS RevenueFund.......,...... ,..,.... Interest Account. . . . . . . . . . . . Principal Account. .................., iv . Page . 22 22 23 23 , 24 25 25 25 25 . 26 26 27 27 I 28 28 29 . 32 32 32 , . . . , . J . , . 604 605 606 607 608 701 702 703 704 705 706 801 802 803 804 805 806 807 808 809 810 811 812 901 902 Mortgage Reserve Fund. . . . . . . . . . . . . . . . . . Debt Service ReserveFund.................... Operating Fund......................... AssetAccul1lJlationFund.. ............... Sale of Mortgage Loans, . . . . . . . . . . . , . . . . ARTICLE VII SECURITY FOR DEPOSITS AND INVESTMENTS OF FUNDS Moneys Deposited to be Held in Trust. . . . . . . . . . . . . . SecurityforDeposits................. , Investment of Funds and Accounts. . . . . . . . . . . , Debt Service Reserve Fund Investment Restrictions. . . . . . . . Mortgage Reserve Fund Investment Restrictions. . . . . . . . . . Transfer to Revenue Fund. . . . . . . . . . . . . . . , ARTICLE VI II PROGRAM COVENANTS AND OTHER COVENANTS OF THE AGENCY ProgramCovenants,..,................ Trustee's Quarterly Reports. . . . , . . . . , . Payment of Revenues..."...............,.. Extens ion of Payment of Bonds and Coupons. . . . . . . . FurtherAssurances............ ....... Power to Issue Bonds and Make Pledges. . . . . . . . . . . . . . AccountsandReports.....,............ Personnel and Servi cing of Mortgage Loans. . . . . . . . Premiums on Special Hazard Insurance. . . . . . . . . . Waiver of Laws..........,.............. Compliance with Conditions Precedent. . . . . . . . . . . . . . Creation of Liens........................ ARTICLE IX THE TRUSTEE AND PAYING AGENTS Trustee Appointment and Acceptance of Duties. . . . . . . . . . PayingAgents............,............. v Page 33 34 34 34 35 36 36 36 37 37 37 38 44 44 44 44 45 45 46 46 46 46 47 48 48 903 904 905 906 907 908 909 910 911 912 913 Responsibilities of Trustee and Paying Agents. . . . . . . . . . FundsHeldinTrust..........,............ Evidence on Which Trustee May Act. . . . . . . . . . , . . . . . Compensation and Expenses. . . . . . . . . . . . . . . . . . . . Permitted Acts and Functions. . . , . . . . . . . . . , . . . . Eligibility for Appointment as Trustee. . . . . . . . . , . . . Resignation and Removal; Appointment of Successor Trustee...................,......... Acceptance of Appointment of Successor Trustee. . . . . . . . . Merger or Consolidation of Trustee. . . . . . . . . . . . . . . Requirements as to Trustee's Records. . . . , . . . . . Resignation or Removal of Paying Agents and Appointment of Successors. . . . , . . . . . . . . . . . . . . . ARTICLE X SUPPLEMENTAL RESOLUTIONS 1001 Adoption of Filing....................... 1002 Supplemental Resolutions Effective with Consent of Bondholders....,................ 1003 General Provisions Relating to Supplemental Resolutions.......,..,................ ARTICLE XI AMENDMENTS TO RESOLUTION 1101 Powers of Amendment..................,.... 1102 Consentof80ndholders.............,....... 1103 ApprovalbyCounsel..........,.,.......... 1104 Modifications by Unanimous Consent. . . . . . , 1105 Mailing and Publication. . . . . . . , . . . , . . . . . 1106 Exclusion of Bonds.......... ......... 1107 NotationonBonds......................,. ARTICLE XII DEFAULTS AND REMEDIES 1201 Events of Default....,................... vi . Page . 48 49 49 50 , 51 51 51 53 53 53 54 . 55 55 55 I 57 57 59 59 59 59 59 . 61 , . . . , . I . , . 1202 Remedies............................ 1203 Priority of Payments After Default. . . . . . . . . . . . . . . 1204 Termination of Proceedings. . . . . . . . . . . . . . . . . . . 1205 Bondholders' Direction of Proceedings. . . . . . . . . . . . . . 1206 Limitations on Rights of Bondholders. . . . . . . . . . . , . . 1207 Possess ion of Bond by Trus tee Not Required . . . . . . . 1208 Remedies Not Exclusive. . . . . . . . . . . . . 1209 No Waiver of Default...................... 1210 Noti ce of Event of Defaul t . . . , . . . . . . . ARTI CLE XI I I EXECUTION OF INSTRUMENTS BY BONDHOLDERS AND PROOFS OF OWNERSHIP OF BONDS 1301 Evi dence of Si gnatures of Bondho1 ders and Ownership of Bonds....................... ARTICLE XIV DEFEASANCE 1401 Defeasance...... . . , . . . . . . . . . . . , . . ARTICLE XV MISCELLANEOUS 1501 Preservation and Inspection of Documents. . . . . . . . 1502 Destruction of 80nds and Coupons. . . . . . . . . . . . . . . . 1503 Parties of Interest.............. ..... 1504 No Recourse Under Resolution or on Bonds. . . . . . . . . . . . 1505 Survival of Covenants....,..........,...... 1506 Headings...,........................ 1507 Conflict...,....,................... 1508 Liability of Agency Limited to Revenues. . . . . . . . . 1509 SuccessortoAgency....................... 1510Notice............... .......... 1511 Proceedings Constitute Contract. , . . . . , . . . . . . 1512 Severability......,.......,........... 1513 Validity of Multiple Copies, . . . . . . . . . . . . . . . . . , 1514 EffectiveDate......................... vii Page 61 62 63 63 64 64 65 65 65 66 67 69 69 69 69 69 70 70 70 70 70 70 70 71 71