HomeMy WebLinkAboutTC Res 2010-07-07 (5)Quint & Thimmig LLP
TOWN OF TIBURON
RESOLUTION NO. 37-2010
RESOLUTION AUTHORIZING THE PURCHASE OF $750,000 OF
TOWN OF FAIRFAX (MARIN COUNTY, CALIFORNIA) 2010
TAX AND REVENUE ANTICIPATION NOTE
RESOLVED, by the Town Council of the Town of Tiburon (the "Town")
06/14/10
WHEREAS, the Town of Fairfax ("Fairfax") has found and determined that moneys are
needed for the requirements of Fairfax to satisfy obligations payable from the general fund of
Fairfax and that it is necessary that said sum be borrowed for such purpose at this time by the
issuance of temporary notes therefore in anticipation of the receipt of taxes, revenue and other
moneys to be received by Fairfax for its general fund during or allocable to the fiscal year of
Fairfax beginning July 1, 2010, and ending June 30,2011;
WHEREAS, the Town has agreed to purchase two short-term notes of Fairfax on a
private placement basis, one maturing on or before December 22, 2010, in an amount equal to
$250,000 (the "Series A Note"), and one maturing on or before April 20, 2011, in an amount
equal to $500,000 (the "Series B Note" and, with the Series A Note, the "Notes"), and the
Town desires to authorize the purchase of the Notes;
WHEREAS, the Series A Note will be issued by Fairfax, will be payable at the rate of 4%
per annum and will be secured pursuant to a resolution adopted by the Town Council of
Fairfax, substantially in the form attached hereto as Exhibit A (the "Fairfax Resolution"),
specifically providing that the payment of the principal of the Series A Note and the interest
thereon will be made by Fairfax from the property tax revenues to be paid to Fairfax in
December 2010, and that the Marin County Treasurer-Tax Collector (the "Treasurer") will be
irrevocably directed to transfer such principal and interest to a special escrow account at Bank
of America in Fairfax, California (the "Escrow Bank"), all property tax revenues owed to
Fairfax in December 2010, and the Escrow Bank will be irrevocably directed to transfer to the
Town on the maturity date of the Series A Note, the total principal amount of the Series A Note,
plus interest accrued thereon to such date, and the Escrow Bank will be directed to transfer the
remaining amounts of property tax revenues to Fairfax only after the Town shall have been paid
in full with respect to the Series A Note; and
WHEREAS, the Series B Note will be issued by Fairfax, will be payable at the rate of 4%
per annum and will be secured pursuant to the Fairfax Resolution, specifically providing that
the payment of the principal of the Series B Note and the interest thereon will be made by
Fairfax from the property tax revenues to be paid to Fairfax in April, 2011, and that the
Treasurer will be irrevocably directed to transfer such principal and interest to a special escrow
account at the Escrow Bank, all property tax revenues owed to Fairfax in April, 2011, and the
Escrow Bank will be irrevocably directed to transfer to the Town on the maturity date of the
Series B Note, the total principal amount of the Series B Note, plus interest accrued thereon to
such date, and the Escrow Bank will be directed to transfer the remaining amounts of property
tax revenues to Fairfax only after the Town shall have been paid in full with respect to the Series
B Note;
NOW THEREFORE, it is hereby DETERMINED AND ORDERED as follows:
Section 1. Purchase of Notes. The Town hereby agrees to purchase the Notes from Fairfax
at a purchase price equal to the principal amount thereof. The Mayor, the Town Manager and
the Finance Director are each hereby individually authorized and directed, for and in the name
and on behalf of the Town, to purchase the Notes from Fairfax and to execute and deliver a
Note Purchase Agreement for each series in the form thereof attached hereto as Exhibit B,
together with any additions thereto or changes therein deemed necessary or advisable by the
Mayor, the Town Manager or the Finance Director, subject to the terms and conditions of the
Note Purchase Agreement for each series. Approval of any additions or changes in such form of
Note Purchase Agreement and compliance with the conditions precedent to the execution of the
Note Purchase Agreement by the Mayor, the Town Manager or the Finance Director shall be
conclusively evidenced by execution and delivery of the Note Purchase Agreement for each
series.
Section 2. Effective Date. This Resolution shall take effect upon its adoption by this
Council.
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of
Tiburon on this 7th day of July, 2010, by the following vote:
AYES:
COUNCILMEMBERS:
NOES:
COUNCILMEMBERS:
ABSENT:
COUNCILMEBMERS:
Collins, Fredericks, Slavitz
Fraser, O'Donnell
None
HARD COLLINS, MAYOR
TOWN OF TIBURON
ATTEST:
DANE CRANE IACOPI, TOWN CLERK
-2-
EXHIBIT A
FORM OF RESOLUTION TO BE ADOPTED BY FAIRFAX
[TO BE ATTACHED]
Exhibit A
Page 1
EXHIBIT B
FORM NOTE PURCHASE AGREEMENT
[TO BE ATTACHED]
Exhibit B
Page I