HomeMy WebLinkAboutRESOLUTION 2000-01 HARBORPOINT
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RESOLUTION NO. 2000-1
A RESOLUTION OF THE HOUSING AUTHORITY OF THE CITY OF
SANTA ANA APPROVING A SUPPLEMENTAL INDENTURE OF TRUST, AN
AMENDMENT TO LOAN AGREEMENT AND AN AMENDMENT TO
REGULATORY AGREEMENT AND DECLARATION OF RESTRICTIVE
COVENANTS, AN INTERCREDITOR AGREEMENT AND AUTHORIZING THE
EXECUTION AND DELIVERY THEREOF, AND OTHER AGREEMENTS IN
CONNECTION THEREWITH, AND AUTHORIZING AND DIRECTING THE
EXECUTION AND DELIVERY OF DOCUMENTS AND ACTIONS TAKEN IN
CONNECTION THEREWIm, ALL WITH RESPECT TO THE HARBOR POINTE
APARTMENTS
WHEREAS, the Housing Authority of the City of Santa Ana (the "Authority") has issued its
Variable Rate Demand Multifamily Housing Revenue Refunding Bonds, 1995 Series A (Harbor Pointe
Apartments) in the aggregate principal amount of $5,300,000 (the "Bonds") pursuant to an Indentw"e of
Trust (the "Indentw"e"), dated as of December I, 1995, by and between the Authority and U.s, Bank Trust
National Association, as successor trustee (the "Trustee"); and
WHEREAS, the proceeds of the Bonds were used by the Authority to fund a loan to provide
refinancing with respect to a multifamily rental housing development commonly known as Harbor Pointe
Apartments (the "Project"), owned by Harbor Pointe Apartments, a California limited partnership (the
"Original Borrower"), predecessor to Cannel, LLC, a California limited liability company (the
"Borrower"); and
WHEREAS, the Bonds are secured by a letter of credit (the "Letter of Credit") issued by Bank of
American, National Trust and Savings Association; and
WHEREAS, the Borrower has requested that substitute credit enhancement and liquidity be
provided for the Bonds; and
WHEREAS, Fannie Mae has agreed to provide substitute credit enhancement and liquidity for the
Bonds; and
WHEREAS, to accomplish the substitution of Fannie Mae's credit enhancement for the Letter of
Credit, the Borrower has requested the Issuer supplement the Indentw"e, amend the Loan Agreement and
amend the Regulatory Agreement (each as defined in the Indenture) to conform such documents to the
requirements of Fannie Mae; and
WHEREAS, all actions to be taken or consents to be given prior to the execution and delivery of
a supplement to the Indentw"e, an amendment to the Loan Agreement and an amendment to Regulatory
Agreement prior to the effective dates thereof, shall be taken or given as required by the Indentw"e, the
Loan Agreement and the Regulatory Agreement, respectively,
NOW, lHEREFORE, BE IT RESOLVED by the Housing Authority of the City of Santa Ana as
follows;
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SECTION 1. The First Supplemental Indenture of Trust (the "Supplemental Indenture")
between the Authority and U,S, Bank Trust National Association, as successor trustee (the "Trustee"), in
the fonn on file with the Secretary is hereby approved. The Chairperson and Executive Director (the
"Designated Officers") are, and each of them acting alone is, hereby authorized and directed, for an in the
name and on behalf of the Authority, to execute and deliver the Supplemental Indenture, and the
Secretary is hereby authorized to attest the signature of the Designated Officer, in substantially said fonn,
with such additions thereto or changes therein as are recommended or approved by the Designated
Officers upon consultation with bond counsel to the Authority, including such additions or changes as are
necessary or advisable in accordance with Section 5 hereof, the approval of such additions or changes to
be conclusively evidenced by the execution and delivery by the Authority of the Supplemental Indenture,
SECTION 2. The First Amendment to Loan Agreement (the "Amendment to Loan Agreement")
among the Authority, the Trustee and the Borrower, in the fonn on file with the Secretary, is hereby
approved, The Designated Officers are, and each of them acting alone is, hereby authorized and directed,
for and in the name and on behalf of the Authority, to execute and deliver the Amendment to Loan
Agreement, and the Secretary is hereby authorized to attest the signature of a Designated Officer, in
substantially said fonn, with such additions thereto or changes therein as are recommended or approved
by said Designated Officers upon consultation with bond counsel to the Authority, including such
additions or changes as are necessary or advisable in accordance with Section 5 hereof, the approval of
such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of
the Amendment to Loan Agreement.
SECTION 3. The First Amendment to Amended and Restated Regulatory Agreement and
Declarations of Restrictive Covenants (the "First Amendment to Regulatory Agreement") among the
Authority, the Trustee and the Borrower, in the form on file with the Secretary, is hereby approved, The
Designated Officers are, and each of them acting alone is, hereby authorized and directed, for and in the
name and on behalf of the Authority, to execute and deliver the First Amendment to Regulatory
Agreement, and the Secretary is hereby authorized to attest the signature of the Designated Officer, in
substantially said fonn, with such additional thereto or changes therein as are recommended or approved
by the Designated Officers upon consultation with bond counsel to the Authority, including such
additions or changes as are necessary or advisable in accordance with Section 5 hereof, the approval of
such additions or changes to be conclusively evidenced by the execution and delivery by the Authority of
the First Amendment to Regulatory Agreement.
SECTION 4. The Intercreditor Agreement (the "Intercreditor Agreement") among the
Authority, the Trustee and Fannie Mae, in the fonn on file with the Secretary, is hereby approved, The
Designated Officers are, and each of them acting alone is, hereby authorized and directed, for and in the
name and on behalf of the Authority, to execute and deliver the Intercreditor Agreement, and the
Secretary is hereby authorized to attest the signature of the Designated Officer, in substantially said fonn,
with such additions thereto or changes therein as are recommended or approved by the Designated
Officers upon consultation with bond counsel to the Authority, including such additions or changes as are
necessary or advisable in accordance with Section 5 hereof, the approval of such additions or changes to
conclusively evidenced by the execution and delivery by the Authority of the Intercreditor Agreement.
SECTION 5. The Executive Director and any and all other officials of the Authority or such
other person designated by the Authority are hereby directed, for and on behalf of the Authority, to do any
and all things and take any and all actions, including, without limitation, the execution and delivery of any
and all amendments or supplements to the documents executed and delivered by the Authority in
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connection with the issuance of the Bonds, including, but not limited to, any supplements or amendments
to the Indenture, the Loan Agreement and the Regulatory Agreement necessary to receive a rating on the
Bonds and meet the requirements of Fannie Mae, any and all assignments, certificates, agreements,
including, but not limited to an assignment agreement, notices, consents, instruments of conveyance and
other documents, which they, or any of them on the advice of bond counsel to the Authority may deem
necessary or advisable in order to effect the provision of the Supplemental Indenture, the Amendment to
Loan Agreement, the First Amendment of Regulatory Agreement and/or the Intercreditor Agreement, as
provided herein, and any and all assignments, certificates, agreements, notices, consents, instruments of
conveyance and other documents which may be required by the Internal Revenue Code of 1986, which
they, or any of them, on the advice of bond counsel to the Authority, may deem necessary or advisable in
connection with the execution of the Amendment to Loan Agreement, the First Amendment to Regulatory
Agreement, the Supplemental Indenture and/or the Intercreditor, as provided herein,
SECTION 6. The Authority hereby consents to the transfer of the Project by the Original
Borrower to the Borrower and the assignment by the Original Borrower to the Borrower of its obligations
under the Indenture, the Loan Agreement and the Regulatory Agreement.
SECTION 7. This Resolution shall take effect from and after the date of its passage and
adoption,
PASSED AND ADOPTED by the Housing Authority of the City of Santa Ana at a regular
meeting thereof held on the 6th day of March, 2000.
Adopted this ~ day of March 2000 by the following vote:
ATTEST:
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Chainnan
AUTHORITY MEMBERS
Pulido AYE
Lutz l\YE"'
Bist
Christy
Franklin
Moreno
McGuigan
AYE
AYE
AyE
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